Innocence Lost
by Leslie4
Summary: What would happen if Angelus turned Willow before she could do the restoration spell? **Warning character death (sorta)** W/Aus...W/Aus/Spike later *Complete*
1. Default Chapter

Title: Innocence Lost

Rating: R

Disclaimers: I don't own any of the characters, I am just borrowing them for a bit of fun. Joss owns everything in the Buffyverse. 

Summary: What if Angelus turned Willow before she could perform the restoration spell?

Feedback: Always welcome. Please be gentle. This is my first try at dark fic.

Spoilers for Buffy – None really since I'm sure we've all seen Season 2 Buffy

**Warning Character death** (sorta)

A/N: This is my first attempt at dark fic. This has been rattling around in my brain so I decided to write it and get it out. This is my retelling of Season 2 from Innocence forward. The beginning is from the opening sequence of Innocence. ('cause I just love that scene)

Part 1

Spike smiles at Drusilla as he watches her spin, "Are you feeling better, luv?" 

"Yeah, I'm naming all the stars but I've named them all the same. They're confused."

"Do they say what happens to Angel?"

A voice from the shadow says, "Well, he moves to New York and tries to fulfill that Broadway dream. It's tough sledding, but one day he's working in the chorus when the big star twists her ankle."

"You don't give up, do you?"

Angelus slowly comes over to Spike, "As long as there's injustice in the world, as long as scum like you is walking... well, rolling the streets... I'll be there."

Angelus turns around at a sound and the Judge puts his hand on his chest.

Spike smirks, "Hurts, doesn't it?"

Angelus looks over at Spike, "Well, you know, it kinda itches a little."

Spike snarls at the Judge, "Don't just stand there. Burn him."

"Gee, maybe he's broken."

Spike turns to Drusilla,  "What the hell is going on?"

Judge announces, "This one... cannot be burnt. He is clean. There's no humanity in him." 

Angelus faces Spike, "I couldn't have said it better myself."

"Angel?"

"Yeah, baby. I'm back."

~~~~

Angelus paced the warehouse floor as he listened to Spike and Dru's plans. They were well thought out and just might work but he needed to put his plan in motion before theirs could start to work.

Angelus interrupted Spike, "Give me tonight to set my plan in motion for the Slayer." 

Spike rolled his eyes, "Slayer, it's always about the Slayer. Just forget about her and let's concentrate on the Judge."

Angelus narrowed his eyes at his Grand-childe. He didn't like being questioned but Spike was no longer just his grand-childe, he was a Master Vampire in his own right.

"Kill those around her and the Slayer will be destroyed. Destroy the Slayer and Sunnyhell is ours. I'm going to get rid of the strongest first."

"You're going after her Watcher? They'll just send another."

"Spike, Spike, Spike. Do you really think the Watcher is the strongest of those that are surrounding the Slayer? I'm going after Willow."

"What?!? The mousey redhead? You can't be serious."

Dru began to laugh and spin. "The little tree has a glorious hidden darkness. My Angel will be the one to set it free for all to see. She will make a lovely sister for me to play with."

Angelus rolled his eyes, "No Dru. I'm going to kill her, not turn her. She'll make a nice birthday gift for the Slayer."

Dru began to whine and run her hands over her head. "No, no, no, no. You must combine her magick with mine. Set the darkness free before it's too late."

"Magick? Too late? What do you see Drusilla?" Spike questioned

"I see the red head trying to hurt my Daddy with her powerful magick. But . . . if WE get the magick first it will be even more powerful with her darkness."

~~~~

At the sound of Willow closing her book Giles looks up, "Any luck?"

"No, it's the same thing. . . no weapons forged, only an army."

"There are older books in the back", Giles points to a darkened corner of the library. "There may be something there."

Smiling Willow lifts her book, "Okay. I'll check."

Walking toward the bookshelves to replace the book, Willow stops and stares at the sight before her. Her brain is not really processing the picture of Xander and Cordelia kissing.

Xander pulls back from a smiling Cordelia and catches sight of Willow out of the corner of his eye.

"Willow!"

Willow's brain has finally caught up to her eyes and wanting to just get away from the pain, she turns and runs out of the library.

Without a thought to Cordelia, Xander quickly follows her.

"Willow, wait up!"

Closing her eyes in resignation, Willow slowly turns around and faces Xander. Through the pain, her anger begins to boils up. "God, Xander. How could you? Remember the I hate Cordelia club, of which you are Treasurer."

"I know and I'm sorry. We were just kissing, it doesn't mean anything."

"Doesn't mean anything?" Taking calming breaths Willow allowed her pain to show through when she quietly said, "No, it just means you would rather be with someone you hate than be with me."

Xander helplessly watches as his best friend quietly walks away. He now realizes how much he hurt her and he closes his eyes on the pain. With her quietly spoken words still ringing in his ears he slowly turns and makes his way back to the library.

After several hours of researching nothing Xander decides to take a break and go on a vending machine run. Heading toward the lounge he spots Willow walking down the hallway.

"Will!"

Willow closes her eyes and hugs her arms around her waist as she turns to Xander. "Hey."

"Glad you're back." He gives her a goofy grin.

"Let's just get this straight. We are not okay. We are far from okay. I'm here because what's happening is more important than how I feel about you and Cordelia."

Standing in the shadows listening to their conversation Angelus turns to Spike, "Now do you see why she's the strongest?"

With a smile Spike nods his head.

"Do you notice Buffy here? No. She finds out that Angel is no more and she's too upset to be here. She hasn't even told her friends or her Watcher that Angelus is back. The Watcher? All he does is research. Xander? Please all he sees is Buffy. Now, Willow. . .Willow is ready to fight and face anything. When she thought that Buffy and I were hurt with the Judge she was the first to rally the troops to go after us. Even if it meant facing the Judge herself. When I watched them discussing what could be happening with me and Buffy that was when I knew I had to go after Willow first. I WAS just going to kill her and leave her for Buffy, but Dru's right. She'll make a much better Childe than gift."

Willow asks Xander, "Still nothing on the Judge? 

"Just no weapon, only an army…"

"Yeah, where's an army when you need one?"

Xander's eyes light up, "Oh, oh I think I'm getting an idea."

Just then the lights go out.

"What's happening?"

"I don't know. Let's get to the library."

"Willow"

Hearing Angel Willow turned, "Angel! You're okay. Have you seen Buffy?"

"Yeah. What's up with the lights?"

"I don't know. Listen I think I know a way to defeat the Judge."

"That's great Xander but there's something you guys should see first. Got get the others. Willow and I'll wait for you."

Thinking that Angel wanted to talk to her about Buffy she turns to Xander, "Go ahead. I'll wait here."

Watching as Xander runs away Angelus lets a slow smile cross his face.

"Did you want to talk to me about Buffy?"

What?! Okay I can go with that.

Trying to look depressed Angelus answers, "Yeah. Something happened last night."

Willow slowly walked toward Angel so he wouldn't have to talk loudly. She was getting just within arm's reach when she heard Jenny say, "Willow get away from him."

Confused she turns and looks at Jenny, "What? It's Angel."

"He's not Angel anymore, are you?"

Angel stalked the few feet separating Willow and him while Jenny was talking. Quickly grabbing Willow he said, "Wrong, I'm Angel at last."

Jenny walks closer to Angel holding a cross in front of her.

"I got a message for Buffy."

"Why don't you give the message to me then."

Angel spins around toward Buffy with Willow still in his grasp. "Well, it's not the kind of message you tell. It's more along the lines of finding bodies."

"Leave Willow alone and deal with me."

Reaching up to pinch Willow's cheek, "But she's cute." He leans down and inhales her scent. "And really a turn on"

Willow begins to whimper when she realizes he's telling the truth. She can feel his erection pressing against her back. She closes her eyes and wonders why in the hell did she decide to come back and help research. Why couldn't she have stayed at home and listened to country music like Xander does? 

Jenny moves closer with the cross and she pushes it into Angel's face from behind. Reeling from the cross he drops Willow. Jumping from the shadows, Spike sees Jenny grab Willow. Pushing her away from Willow Spike grabs Willow and takes her into the shadows. Putting a chokehold on her, he waits until she faints before lifting her and taking her away.

The force of Spike's push sends Jenny against the wall where she hits her head and slumps down. The last sight she sees is a blonde man lifting Willow and carrying her away.

Angel sees Spike grab Willow so he turns to grab Buffy by the shoulders. She inhales in fright and watches as Angelus slowly lowers his head to brush a quick kiss on her lips, "Things are going to get interesting."

He shoves her into a wall before leaving the hallway.

Xander and Giles come running down the hallway when they catch sight of Jenny slumped against the wall. "Jenny, are you all right?"

Xander sees Buffy just sitting by a wall staring at the door. "Buffy are you okay?"

Giles runs his hand over Jenny's head checking for blood. 

"I'm fine, Rupert. Where's Willow?"

Giles gets a confused look on his face, "Willow?"

"Yeah, just before I blacked out I saw a blonde man carry Willow away from Angel."

Giles turns to Buffy, "What happened to Willow? Did you see?"

"No, I was dealing with Angel."

"Yeah, what's up with Angel anyway? He said he had something to show us and then he doesn't even stick around."

Buffy quietly mumbles, "He's Angelus."

Giles turns surprised eyes at Buffy, "What? When did you learn this?"

"Earlier today, I suspected it."

Xander explodes, "And you didn't think it was important enough to tell us?"

"Xander calm down. Your outbursts aren't helping. So, you don't know what happened to Willow?"

Hanging her head, Buffy said, "Spike, the blonde is probably Spike."

Xander pounds his fist against the wall. "So, now Angelus and Spike have Willow. We have to get her back."


	2. Part 2

Part 2
    
    Xander leans around Buffy to get a better view of the warehouse that is Spike and Druscilla's lair. 
    
    "Let's go."
    
    Buffy grabs onto the back of Xander's shirt. "Wait! I know you want to go get Willow but we need to scout it out first. Make sure she's really there. You won't do her any good if you get killed."
    
    Xander turns angry eyes on Buffy, "Well, if you had told us about Angel maybe we wouldn't be here looking for Willow."
    
    Buffy inhales a breath of air in pain. "Don't you think I know that? God, Xander. But we can't stand around saying if only."
    
    Xander pauses and takes a calming breath. "I'm sorry Buffy. I'm scared and I'm taking it out on you. Besides, it's not all your fault. I feel kinda responsible. Willow caught me and Cordelia kissing. She didn't take it well."
    
    Poor Willow, Buffy thought. First Xander destroys her hopes and then she gets kidnapped by Spike.
    
    With a steely look of determination she says, "We'll get her back."
    
    They quietly make their way to the side of the warehouse. Buffy pulls down a fire escape ladder and jumps to the first rung. Quickly climbing to the second story she lifts the window that she and Angel used before.
    
    Xander follows Buffy inside and looks over the railing next to her. "Do you see her?" he whispers.
    
    Xander looks up curiously when there is no answer from Buffy. She's looking behind Xander along the catwalk. 
    
    "Down" 
    
    Xander drops and watches as Buffy dusts the vampire that was coming up behind him. 
    
    He stands up and gives her a goofy grin, "Thanks!" His grin fades as he notices vampires coming up behind Buffy.
    
    She looks and sees more vampires behind Xander and then turns her head to see them behind her. Crap just like last time with Angel.
    
    Xander and Buffy are captured and brought down to Druscilla.
    
    A voice in the darkness says, "Slayer. Too bad the judge is busy somewhere else. Where's Angel?"
    
    Spike rolls out of the shadows to look at the stunned faces of Buffy and Xander. Inwardly smiling at their reaction to his wheelchair. God, Angelus was bloody brilliant. Good thing he had been sitting in a chair when the Slayer was here with Angel.
    
    "Angel? Don't you mean Angelus?"
    
    "Angelus?" Spike smirked, "Do you hear that luv? They think Angel is Angelus." Spike turns back to Buffy, "Slaying must have finally affected your mind, Slayer. Angel is your puppy. I haven't seen Angelus in almost a hundred years."
    
    Xander struggles against his vampire captors. "Where's Willow? What have you done with Willow?"
    
    "Willow? Why would I know where Willow is? If you can't keep track of your friends why would you think I'd know where she is?"
    
    "Miss Calendar saw you take her when Angelus dropped her."
    
    "You're serious. You think Angel is Angelus. Well, if he's turned he's not here. And you're even more of a moron than I thought you were if you think I had anything to do with Willow."  He gestures to his wheelchair. "Can't bloody well carry anyone anywhere."
    
    Druscilla sways her way to Spike and gently caresses his cheek before sitting on his lap. "You can carry me, my Spike."
    
    A noise behind them causes Buffy to turn her head. She sees the Judge enter. 
    
    "Ah. Look who's back. Just in time to get rid of the Slayer and the Moron."
    
    Buffy struggles against her captors and is able to break free of one of them. She stakes one and turns to stake one of Xander's. Pulling him along behind her she yells, "Run!"
    
    Spike hugs Dru to him and watches as Buffy leaves.
    
    "How long do you think it'll take her to realize no one is chasing them?" Angel asks from the doorway.
    
    "Did you get rid of the old man?" Spike asked as he stands and lifts Dru into his arms.
    
    "Yep, Judge touched him . . .Poof. But not before I took a trophy and some blood to leave a message for Buffy."
    
    ~~~
    
    Giles and Jenny look up from their books when Buffy and Xander run into the library. 
    
    "Where's Willow. You weren't able to get her from Spike?"
    
    "Seems it wasn't Spike that took Willow. Spike is rolling around in a wheelchair now. He didn't even know that Angel had turned." Buffy stops and turns to Jenny. "But you did. How did you know that Angel wasn't Angel anymore?"
    
    "W-what? What are you talking about?"
    
    "I distinctly remember that before I interrupted Angel you said that he wasn't Angel anymore." Buffy advances and grabs Jenny by the neck, "Did you do this? Did you make him change?"
    
    "Buffy! I know you're upset but you can't go around blaming everyone?" Giles reaches for Buffy's wrist. 
    
    With a huff, Buffy releases Jenny.
    
    Jenny massages her throat and softly says, "I'm sorry I didn't know . . .exactly. I was told."
    
    Buffy, Xander and Giles all turn shocked eyes to her. "What?!"
    
    "Oh god, I was sent here to watch you. I was supposed to keep you apart. They never told me what would happen."
    
    "Jenny!"
    
    "I'm sorry, Rupert. Angel was supposed to pay for what he did to my people."
    
    "And me. Was I supposed to pay, too?"
    
    "I didn't know. I swear. I didn't know until after it happened. I would have told you."
    
    "It was me wasn't it?"
    
    "I think so, yes. The one moment of true happiness clause."
    
    "Curse him again!"
    
    "I can't. Those magicks are lost to even my people."
    
    "Well find someone who can."
    
    "My uncle. Maybe my uncle knows someone."
    
    Xander turns to leave. "Let's go. I have to find Willow. You go to Jenny's uncle and I'll check Angel's apartment. Since he wasn't with Spike maybe he returned there."
    
    "Xander, no. You're no match for Angelus."
    
    He ignores Buffy and keeps walking. "I'm going to get Willow back."
    
    ~~~
    
    Jenny knocks on the hotel door, "Uncle?"
    
    It slowly swings open. She glances back at Giles and Buffy and then pushes the door open wider.
    
    "Uncle are you here?"
    
    Giles follows her inside.
    
    "Oh my God."
    
    On the bed is a bloody hand wearing the Kalderash family crest.
    
    Buffy is staring transfixed at the bloody message scrawled across the wall above the bed.
    
    'Was it good for you, too?'
    
    Giles comes up to Buffy and lays his hand on her shoulder, "He's doing this deliberately. He's trying to make it harder."
    
    "It's not harder, Giles. It's very easy. I'm going to kill him."
    
    ~~~
    
    Willow looks up from the floor as Angelus enters the darkened room.
    
    She struggles against the chains while glaring at Angel. "Buffy will come for me. When she does I'm gonna laugh as she shoves a stake up your ass."
    
    Smiling Angel leans down and caresses her cheek. "Such fire in you. Dru was right." His hand lowers from her cheek to caress her throat and he switches to game face. "Fear. It's so intoxicating."
    
    With a grip he pulls Willow's head to the side and sinks his teeth into her skin. Feeling Willow struggle he tightens his hold until she begins to cease fighting and he feels her heartbeat slow.
    
    Lifting his head he bites into his own wrist and raises it to Willow's mouth.
    
    Watching him with pain filled eyes Willow tightens her lips and tries to turn away.
    
    "Ah, ah little one. None of that. I won't have a childe of mine refusing me right off the bat." Angel forces Willow's mouth open. 
    
    Her eyes begin to close but her survival instinct kicks in and her tongue involuntarily begins to suckle. A tear escapes her eye as she feels the blood seep down her throat. 


	3. Part 3

Part 3

Nothing. Damn it, he had found nothing. Xander slammed his hand in frustration. He had searched Angel's apartment and everywhere he could think of that Angel might have gone. He closed his eyes and thought back to the last time he saw Willow. She had given him an idea on how to defeat the Judge.

Xander's eyes popped open. The Judge! 

If Angel had turned to Angelus, he was sure he would be there to see the Judge in action. A slow smile crept over Xander's face. He could kill two birds with one stone, literally. Xander left Angel's apartment with renewed purpose. He was first going in search of Cordelia, then they would get Buffy and Giles.

~~~

Angelus hated waiting, not as much as Spike did, but he still hated it. He had convinced Spike and Druscilla to wait until Willow rose before they used the Judge. He wanted to see the look on the Slayer's face when his new childe stood by his side next to the Judge. 

A slight smile twitched at his lips at the thought of her pain seeing Willow and of seeing Spike *standing* and knowing that Willow had been so close to rescue and yet she hadn't been able to save her.

The thought will torture her long after the pain of her friend's 'death' would have. He would have to think of some way to reward Druscilla. Her ability to see into the future had been the primary reason for turning her. Angelus was glad to see it pay off again.

A sound in the corner drew his gaze to his newest childe.

A loud thumping and an intoxicating aroma greeted Willow as she awoke. Memories began to assault her but curiously there were no emotions associated with them. It was like flipping through a stranger's photo album. The last memory that she had was of Angel holding his wrist up to her lips. Strangely, that memory held fondness.

Curious as to the new sounds and sensations she was experiencing she looked around at her surroundings trying to find the source of the noise. There was a tingling sensation along her spine that alerted her that she wasn't alone. She didn't feel threatened by that knowledge only drawn to the presence that was in the corner. Before she could make her way to the source of the curious sensation, she stopped. The delicious aroma was drawing her more than her curiosity about the unknown presence.

Changing directions Willow walked toward the smell. Seeing a young girl chained to the wall where her human self had been kept, Willow knelt down. 

"Shh, it's alright. I'll help you."

Angel narrowed his eyes at that comment. Had something gone wrong in the transition? It had been a long time since he created a childe.

Willow softly caressed the girl's arms and listened to her whimper. She smiled as she leaned down and pulled the girl closer. Positioning her so that she was cradled in her arms, Willow slowly tilted the girl's head to the side while caressing her hair.

"What's your name?"

"S-Sandy."

"Sandy, that's a pretty name. Don't worry it'll be over soon."

With a flourish Willow's demon came to the fore and she lowered her fangs into Sandy's neck. Holding her tightly as Sandy struggled, Willow drank greedily until she felt Sandy's heartbeat slow and then finally stop.

Out of the shadows came the sound of someone slowly clapping. Angel had watched with first disgust and then pride as Willow ate her first meal. She was all he dreamed a childe would be and more. He hadn't even had to show her how to toy with her prey. That had come naturally. When she matured she would be glorious.

Willow dropped the girl and stood to face the noise. The tingling sensation was becoming more pronounced. Then she saw Angelus and knew that he was the source of the feelings. So this is what it was like to be in the presence of one's sire. She idly wondered if it was the same for everyone.

"Willow, you were brilliant." 

Willow smiled in acknowledgment, "Thanks . . .sire."

Angel smiled back at her, "Come on, let's meet the family."

Angel escorted Willow through the hallways and towards the main room of the warehouse. Willow furrowed her brow at the sensations that were coursing through her body. Seeing her expression Angelus stopped and asked her, "What's wrong, little one?"

"It's strange. I've sensed a few vampires in the shadows yet the sensations were weak. I know it shouldn't be as strong as what I feel for you but shouldn't it be strong and not weak? Am I defective?"

Angelus smiled his reassurance, "No, you're correct. What you are feeling are the minions. They leave a weak trail. Their power isn't strong. Minions that are fledglings leave an even weaker trail, they are barely felt. Fledglings that are childre are stronger than minions and Master Vampires are stronger still. You will feel your sire strongest of all, even over that of any Master Vampire."

Willow quirked her lips, "Kind of like poker. Sire takes the pot."

Angelus laughed at her analogy. Life will certainly not be boring around Willow.

Willow glowed with satisfaction in knowing that she had pleased her Sire.

Druscilla leaned in close to Spike and whispered in his ear, "I have a lovely new playmate. I think Miss Edith will like her, too."

Spike smiled at Druscilla, "I'm sure she will, pet." Just then a pleasant shiver went down Spike's spine and he wondered at the sensation. Before he could ask Dru if she felt anything he heard Angelus' laughter. It had been a long time since he heard his genuine laughter and he wondered what had put him in such a good mood.

Angel held out his elbow to Willow, "Ready?"

Smiling she placed her hand on his arm, "Ready."

Druscilla jumped off Spike's lap at Angel's approach and with a broad smile went over to greet her new sister.

At Dru's approach Willow cocked her head to the side, "I know you." A memory comes to the surface of Dru tied to Angel in a church. 

"That's right, you've seen her a few times. This is your sister, Druscilla."

Druscilla reaches over to caress the side of Willow's face, "Oh the power I sense in you. I knew you'd make a lovely new playmate."

Before Willow could comment Spike comes up behind Dru and slips his arms around her waist. "Auntie." Spike says with a smirk.

Willow brings her eyes off of Dru and looks over at Spike and with a smile says, "Spike. I guess we *are* family now."  With a slight lift of her lips Willow turns to Angel, "so if I'm his Aunt does that mean he has to pay attention to me?"

Spike narrows his eyes at Willow, "I'm still a Master, fledgling and don't bloody well forget it."

Angelus laughed at the interaction between Willow and Spike, "Spike, now you know how I felt when Druscilla brought you back. You were just as cocky as she is."

"Piffle, I was never like that."

"Your memory seems to have gotten fuzzy with age."

"Has she fed yet?"

Angelus smiled with pride, "Yes and she was brilliant. You should have seen her, Spike." He looks over at Willow, "Ready to try your hand at hunting?"

A gleam came into Willow's eyes, "Yes, Sire and I know just where I want to begin."

"You're not ready to go after the bloody Slayer yet, pet."

Willow smiled at Spike, "I'm not that cocky . . .yet. I was thinking more along the lines of my parents that are just home from a seminar. I thought it was tradition that newly raised vamps go after their family, or is that just an Angelus thing?"

Angel lifts his hand to caress Willow's cheek, "No, most vamps want to kill all the reminders of their humanity. It's only the smarter ones that know who to pick and choose to go after. But let's see how you stalk a prey first. Kill a stranger and then we'll go after your parents."

Willow smiled as she and the others left the warehouse to hunt together as a family for the first time.


	4. Part 4

Part 4

They slipped through the shadows of Sunnydale eyeing the many foolish humans that walked the night. The three mature vampires hung back while the fledgling of the group decided who she would choose as her first 'happy meal on legs'.

Willow watched as a group of giggling girls strolled by. Willow narrowed her eyes as she recognized one of them as one of the many tormentors that she had had to face growing up. With a slow smile Willow made to follow them.

Angel, Spike and Druscilla watched as Willow slowly followed the group of girls. She kept hidden in the shadows but never leaving their trail. Turning to her sire she whispered, "Follow my lead?"

"Can you believe that Steve asked me to the dance? God, like I would ever be seen with someone like him."

Willow stepped out of the shadows and started running toward them. Briefly bumping into Donna, Willow turned and looked around frightened. 

"Willow?! Why don't you watch where you're going, freak?"

"Run! They're coming!" With that Willow took off wearing a smile. She knew that Angel and the others would follow her.

Smirking at the cleverness of his childe Angel slipped into game face and started running after Willow. Spike caught on and grabbed Dru's hand. "Come on, luv. Let's join in the hunt."

Seeing three creatures come at them from the shadows growling and the terrified girls took off after Willow.

"Come on. In here, we should be okay in here."

Willow had lead them to an abandoned building. She knelt down behind a box and motioned for the others to do the same. "Just be quiet, maybe they'll go away."

"W…who are they and what did they want?"

Willow sensed them right outside so she stood and grabbed the nearest girl. As soon as they heard a shriek Angel, Spike and Dru came running into the building.

"Well, the tall good looking one is my sire, the pretty one is my sister and the annoying one is my nephew. As for what we want . . .just a little something to eat."

Willow tilted Donna's head to the side and sank her fangs into her neck. The other three girls had been in shock the moment Willow had changed and grabbed Donna. As soon as Willow lowered her head they seemed to come out of their stupor and took off running.

Spike turned to Angel, "God I love when they think they can out run us." 

The three quickly caught up to the girls and they began to feed.

When Spike was finished he dropped his girl and turned to Willow with a raised eyebrow, "Annoying one is my nephew?"

Willow gave a smile and shrugged her shoulder. "Billy Idol wanna be sound better?"

Spike sputtered, "Billy Idol?!Bloody hell, Red has no one taught you about Sid Vicious?" Shaking his head he continued, "What's the world coming to when you think I patterned myself after that wanna be git?" 

Willow smiled inwardly. Of course she knew who Sid Vicious was. Hello, Giles…70s rebel. But she also knew what buttons to push with Spike. The knowledge must have come with Angelus' blood.

Turning to Angel Willow asked, "So, how did my first hunt go? Was I okay? May we go after my parents now?"

Angel smiled and pulled Willow into an embrace. He slid his hands from her waist to her back and then lower. He cupped her and brought her in closer contact to his erection. Willow closed her eyes and gave a low moan. Angel leaned down and nipped at her neck. 

"I'd say you were more than okay. As a reward we'll go to your parent's house and when we're finished there we'll celebrate." Angel rocked his hips into hers and whispered for her ears alone. "Think they'll allow you to have boys in your room now?"

"What about the Slayer? Surely she'll be near by in case Willow comes back?"

Angel smiled at Spike, "Don't worry about Buffy. She's so busy trying to go after big mean Angelus she hasn't taken the time to stake out her friend's home and Xander is probably somewhere with Cordelia."

Willow growled low in her throat at the mention of Xander and Cordelia.

"Don't worry, luv. You'll get your revenge on them." Spike's eyes glazed over with happiness as he remembered the revenge he got when he was first turned. It had been ecstasy ripping out Cecily's throat and drinking her blood. To mock them he had taken the nickname of William the Bloody when he was first turned. He wanted the ones that had ridiculed him in his former life to know terror when they heard that name instead of mocking laughter.

Willow wondered what it was that put the look of happiness on Spike's face. Maybe someday he'll tell her.

~~~~

Angelus opened the French doors to Willow's room and walked in. Turning to the others he said, "Come in".

It felt odd standing outside her room yet not being able to cross the invisible barrier until Angel invited her in. How strange that he had an invitation into her house but now that she was of the undead she didn't.

Willow cocked her head to the side and listened. "They're in their offices. Even when they come home they're not home."

Druscilla placed an arm around Willow, "Mummy and Daddy were naughty and must be punished."

A voice faintly could be heard downstairs, "Willow? Is that you?"

With a smirk Willow opened her door and started down the stairs, "Hi mom, I just got in." No lie there.

Angel, Dru and Spike followed her down. "Who are your friends?"

"This is Angel, Dru and Spike. They're mentoring me in a college course I'm taking. You remember me telling you about it right?"

Knowing her mother would never admit in front of strangers not knowing anything about Willow's life she waited to see her mother's reaction.

"Of course I remember Willow dear. It's a pleasure to meet you all. Willow's told me so much about you."

Willow just smiled as she shut and locked the library door.

~~~~

Watching Willow drain the body of her mother made Angelus harder still.Visions of exactly what he and his childe would do were dancing in his mind. She was magnificent and he couldn't wait to see her go up against her old friends. True she was no match for the Slayer's strength and probably wouldn't be for years yet but she was definitely more than the Slayer's match in intelligence. He was thankful that her intelligence stayed with her. Some vampires changed when they became demons. Spike for example. From 'bloody awful' poet to one-fourth the Scourge of Europe.

Grabbing Willow around the neck he pulled her close and licked her mother's blood off her lips. Then gave her a quick, hard kiss.

"We need to hide the bodies. Can't have the Slayer or the others knowing Willow's up and about before they see her along side us and the Judge."

"No one will notice them missing. It isn't unusual for no one to see them for weeks at a time."

"Well, can't go burying them in the back yard. Neighbors might notice." 

Willow rolled her eyes at Spike and grabbed her mother's purse. She took out the keys to their Land Rover. "We can take them out in their car." With a wicked gleam in her eye she continued, "Maybe even prop them up in the SUV so if anyone should see them they would think we were just driving them to the airport or something."

Angelus smiled, "I'll drive and you can hide in the back. All the better if Buffy or the others were to see me. They might think I took my frustration, in not getting you, out on your parents and it'll still be a surprise when they see us all next to the Judge. But first we celebrate your first hunt and the killing of your parents."


	5. Part 5

Part 5

Angelus looks at Willow standing over the bodies of her parents. With a smile twitching at his lips he steps over her mother's body and takes the keys out of Willow's hand and tosses them over his shoulder. He'll get them later, he has a childe to celebrate with.

Angelus places his hands on Willow's hips and backs her up against a nearby wall. Leaning down he kisses her possessively. *Mine*, he thought. Willow moans and Angel takes advantage of her opened mouth. Willow's hand moves up into his hair and holds his head in place while she deepens the kiss and rocks her hips against his.

Spike and Dru watch them with amusement. 

"I think Angelus has found a new playmate, luv."

Dru drifts toward Spike and softly caresses his chest, "This is how it should be. We're a family again."

Spike lookes over Dru's head and meets the gold tinged eyes of the newest member. His nostrils flare as he catches her look of desire and their scent. For just a moment he was picturing himself with Willow in Angelus' place. Shaking that picture out of his mind, his eyes drift down to Dru.

"Yeah, pet. A family again." Spike draws Druscilla into his arms, "Let's do a little celebrating of our own."

Angelus caresses Willow's waist and then he moves his hands to the backs of her thighs as he lifts her up. Willow moves her legs around his waist and whimpers as that brings her into closer contact with him. Only a thin layer of leather and silk separates them and to Willow even that was too much. She wanted her Sire and she wanted him now.

Angelus felt Willow's movement become faster. He hadn't meant to take her up against the wall but he was too close now and if she didn't quite doing that thing with her hands he wasn't going to last much longer. With a feral growl he lifted her just enough so she could snake her hand in between them. He closes his eyes and softly growls as he feels her tiny fingers caress him. As she released him, he ripped the layer of silk out of the way. 

"Angelus . . ."

~~~~~

Xander had called Buffy and told her to meet him and Cordelia at the Library. He was bringing something that would take care of the Judge and also Angelus but he didn't share that part with her. It had been a couple of days since Willow's disappearance and he just knew that Angel had killed her. He was probably just waiting to drop her body on a doorstep.

Buffy made a tour by Willow's house as she did every night either on the way to the Library or on the way home. She hoped that there would be some sign of her but like every time for the last couple of days there was nothing. She absently noticed that the Rosenberg's Land Rover was missing again. 'Must have left on a trip and didn't even notice that Willow has been missing.' She thought.

As Buffy entered the Library a long crate sitting on a table caught her attention.

"What's up, Xan?"

"Got ya a present, hope you like the color." Xander hands Buffy a crowbar so she can open the crate.

Buffy takes the crowbar and positions it over the lock. She looks down into the box, "This is good. We need to go to the factory first but the Judge might not be there."

Xander stands next to Buffy, "Do you want me to show you how to use it?"

"Yes, I do."

~~~~

Angelus and Willow walk down the stairs to meet with Spike and Dru.

"We're ready."

"Finally." Spike mutters.

Angelus pulls Willow close for a kiss and then looks up at Spike, "Jealous?"

Spike rolled his eyes, "Of you? With a childe?"

Angel smirked and turns Willow in his arms so her back is to him but she is facing Spike. He rests his chin on the top of her head and begins to slowly rub his hand in an ever widening circle. Angel watches as Spike's eyes watch his hand caress Willow.

"Yeah, jealous of me with Willow."        

Before Spike can answer, the Judge enters the room with Druscilla. "I am ready."

"I can't wait to see the look on Buffy and the moron's face when they see me out of the chair." Spike says as he takes Dru's hand and follows the Judge.

Angelus holds Willow's hand as they follow Spike and Dru, "Ready to surprise the Slayer, baby?"

~~~

Buffy and the others look around the abandoned warehouse. "I knew it."

"Do you know where they'd go?"

"Somewhere crowded, they need a lot of bodies. Bronze maybe?"

"No, Bronze is closed tonight remember?" Cordelia's eyes light up, "Oh, there's a big sale going on at the mall."

"That's Cordy always thinking of shopping."

Cordelia smacks Xander, "No, idiot. There will be a lot of people at the mall."

~~~~

Angelus, Druscilla, Spike and Willow follow the Judge into the mall. Angelus turns to some minions "Lock the exit boys."

Angelus and Willow are on one side of the Judge with Spike and Dru on the other as they stand on a landing at the top of some stairs. Angel turns to the Judge, "They're all yours."

The Judge surveys the crowd and lifts his hands. He begins to drain the humanity out of the surrounding people. Angelus smiles as he watches. Angel notices Willow tense. "What's wrong?"

"I feel funny like bugs crawling under my skin."

"Slayer." He grabs Willow and holds her like he did in the hallway at school. "Try not to let the demon face emerge."

Suddenly the Judge is hit with a bolt. "Who dares?"

Buffy is standing on a counter holding a crossbow. "Willow? Let her go!"

Xander pops his head up from behind the counter, "Willow!"

Spike smirks and walks around the Judge to caress Willow's hair.

"Well, well. This is a pickle. We have your friend but you have a weapon. What's a Slayer to do?"

"Spike, I thought you were in a wheelchair."

"Yeah well. A lot of things have changed since you saw me last. For example, Willow here. When I first saw her she didn't really make much of an impression. And now look at her...she's family."

Angelus had released Willow as Spike was distracting Buffy. Willow took the few steps that separated her from Spike and with a smile she turned her demon face to Buffy. "Hey Buffy."

Buffy released a moan of pain. "God Willow."

"That's right, Lover. She was at the warehouse the whole time. Just feet from where you and the moron were when you were there. Tsk, tsk poor Buffy so close and yet so far."

Xander screams in pain and hands the launcher to Buffy. "Kill the bastard!"

"You're a fool. No weapon forged can stop me."

Buffy powers up the weapon and opens the trigger guard.

Willow looks at the weapon and then at the Judge, "Run!"

Spike, Angel, Dru and Willow start towards the railing and prepare to jump over. Just as the rocket flies into the Judge's chest they dive over the railing. Spike, Angelus and Willow hit the ground. They hear a cry behind them and turn to look. They see Dru catch on fire and then burst into dust.

"Noooooooooooooooo!" Spike yells a primal scream.

Angel and Willow look around and see the pieces of the Judge scattered all over the floor of the mall. Glancing up at Buffy Angelus decides it best to regroup. He grabs Spike, "Come on. We need to get out of here."

Buffy watches as Angel, Spike and Willow make a hasty retreat. Xander comes up to stand next to her. "I'm gonna kill him."

Buffy slowly turns to look at him, "No, Xander. I'm gonna kill him."

Xander looks disgusted at her, "You won't be able to."

"Give me time."


	6. Part 6

Part 6

Willow rubbed Spike's back as he drank his second bottle. For the past couple of days he would vacillate between threats against the Slayer and memories of Dru. She glanced over her shoulder at Angelus as he returned to the main room. 

He had been furious with the outcome of the confrontation with Buffy. In his own way he also mourned the loss of Dru. She was his first childe. True, he didn't have the connection now that they had in the past, but she had been first his obsession and then his childe.

Angelus watched as Willow tried to comfort Spike. He had made the decision to leave the warehouse. Not just because of the outcome with the Judge but also because he was used to the finer things in life and he didn't really want to make the warehouse his lair. While Spike mourned, he had spent the time looking for their new place. 

"I found it."

"Found what?"

"Our new home."

"What's wrong with this one? It was fine for me and Dru."

"Things change, Spike. You need to change with them. Besides you'll be surrounded by memories of Dru here."

"So? She was my SIRE!"

Angelus growled and grabbed Spike by the throat, "and she was my childe. She will be avenged."

Spike looked into Angelus' eyes and then nodded. "Right. What's this new place like?"

"Come on, let's feed and then I'll take you by it."

~~~~~~~

Giles, Buffy, Xander and Cordelia quietly sat in Giles' apartment. Each contemplating the future. The future that no longer included Willow. 

Xander had been prepared to mourn the loss of his best friend but he hadn't been prepared to watch her become a vampire like Jesse. God, how had their lives gotten so mixed up? He turned to look at Buffy. Sure it would be easy to blame her for the mess that was his life. If it hadn't been for her, he could have blissfully continued on without the knowledge of what went bump in the night. They had survived fifteen years on the Hellmouth and then once they found out about the Slayer . . .boom, Jesse and Willow both vampires. But he knew it wasn't Buffy's fault. Xander reached over and gave Buffy's hand a squeeze.

The pressure of Xander's hand on hers brought Buffy out of her thoughts. With a trembling smile she squeezed back. God, it would be so easy to think if she hadn't involved her friends this wouldn't have happened. She knew the only reason Angelus went after Willow was because of her. She couldn't kill the demons that bore the faces of her lover and her best friend. Not now . . .maybe later. 

"So, what now?"

"Maybe Miss Calendar has found something."

Buffy just looked at Cordelia.

"What? I'm just saying she's the only one that might be able to help. We certainly haven't found anything."

Before Buffy could protest Jenny's involvement in anything Xander said, "Maybe she can restore Willow's soul."

"Xander, what you saw was not Willow."

Xander angrily turned to Giles, "It was as much Willow as it was Angel."

Giles turned sad eyes to Xander, "Exactly. Neither one have the soul that made them who they are."

"I know that Giles. That's why I'm hoping Miss Calendar can restore her soul."

"I just don't want you to get your hopes up or if we have to face them again, let the fact that they both bear the faces of our friends to get in the way of stopping them."

Tears came to Xander's eyes, "I can't kill her, Giles. I just can't."

Giles reached over and gives his shoulder a comforting squeeze, "I know."

~~~~

Willow walked through the atrium toward the fountain, "Oh Angel, it's beautiful."

Angel watched as Willow trails her fingers in the water with the moonlight glinting off her pale skin. "Just like you, baby."

Spike watched as Angel pulled Willow onto his lap. God he missed Druscilla. They were beginning to be a family again just like before Angel got his soul. The four of them loving and killing around Europe. Willow was taking the place of Darla just fine and then the damn Slayer had to go and ruin it all. He and Dru had survived the mob in Prague only to be destroyed by a stupid bint.

Angelus was right, a new place to make new memories. Spike grabbed another bottle of whiskey and left the two lovers alone in the garden. He wanted to mourn Dru properly.

"What's next with the Slayer?"

"Well, I thought I would treat myself to some mental torture. In honor of Dru and all."

Willow furrowed her brow. "You're not gonna turn her are you?"

"Hell no. Dru was special, Buffy I'm just gonna torture."

"Can I watch?"

God, she was great. Angelus smiled down at his childe, "You can do more than watch, Willow."

With a smile Willow wound her arms around Angelus' neck and shifted on his lap, "Promise?"

Angelus caressed her back and brought her closer, "Promise. Now let's celebrate our new lair."

Willow began to unbutton his shirt and caress the flesh that her fingers exposed, "I'm all for celebrating."

Spike tried to drown out the sounds of Willow and Angel's lovemaking. It wasn't working. With each moan and growl, memories of Angelus and Dru and himself filled his mind only to be replaced by visions of Angelus and Willow and himself. Shaking the pictures out of his mind he downed another drink and walked further into the mansion hoping to get away from the fantasies of Willow and Angelus. 


	7. Part 7

Part 7

Angelus, Willow and Spike stood in the alley and watched the Scoobies as they walked by on their way to the Bronze. Angel's lips quirked as he noticed Buffy had no clue that they were standing so close.

If it hadn't been for her support systems she would have been dead long ago. Imagine a Slayer less than two feet away from two Master Vampires and a Childe and having no clue. 

They slipped out of the alley and started down the street towards Buffy's house. The first step in Angelus' plan was to get Joyce to unknowingly invite Willow and Spike into the house. He doubted Buffy would have told her mom anything about Willow or Angel and he would use that to his advantage.

As they approached the house Angel moved to the shadows. Willow slipped her hand into Spike's and together they went to the front door. Willow rang the bell and waited.

Joyce answered, "Willow! Weren't you supposed to meet Buffy at the Bronze?"

"I thought so then I got a message to meet her here. My friend William was nice enough to walk me back."

"Come on in, you two. She'll probably be here in a little bit."

They followed Joyce into the house and both Willow and Spike turned to Angel and smiled as they shut the door.

~~~~

Giles had informed Buffy that it should be a slow night patrolling and he felt they should have some "fun" time. So he had suggested skipping patrol and going to the Bronze. They had all jumped at the chance to dull the pain of what happened to Willow.

Buffy just wanted one night to forget. Just one night without having to deal with the pain of Angel or Willow. She had beaten up Willy to get the information regarding Angel and Spike mourning Dru's death. She had feared a blood bath and when nothing happened she wanted to know why. Willy had told her that they were in seclusion and he hadn't even heard any gossip regarding them. 

Willy feared what Angelus, Spike and the new vampire, Willow would do to him more than he feared what the Slayer would do. She might threaten and do physical violence but she wouldn't torture and kill. So he didn't tell her about the mansion. She would find out sooner or later anyway.

Buffy glanced around the Bronze as she danced. Her mind was not really on her partner. The scene kept playing over and over in her mind where Angelus taunted that Willow had been feet away when she was in the warehouse with Xander and she hadn't known. 

Giles had told her that it was just Angelus' way of putting off his opponent. Mind games were what he was good at but she was the Slayer and her job was to protect the innocent.  She had failed her best friend.

Glancing over the shoulder of her dance partner she saw the clock. Great, she was so busted. Now on top of everything else she'd have to endure a lecture from her mother. God, she wished she could just come clean about everything. 

~~~~

Willow and Spike stayed with Joyce for a while and then used the excuse that she must have been wrong about where to meet Buffy. Willow smiled at the memory of Spike asking for the little marshmallows to put in his hot chocolate. Too bad she couldn't take a picture of one of the most feared vampires sipping hot chocolate with marshmallows and sitting on the couch talking to the Slayer's mother. It would be great blackmail material.

As they walked outside to Angel Willow teased, "Little marshmallows? The big bad vampire likes little marshmallows?"

"What? They make the chocolate taste better?" Spike poked her in the ribs.

Willow started giggling.

"Someone's ticklish."  Spike sing-songed and chased after Willow as she tried to escape his touch.

Angelus shook his head over their antics. Angelus looked up and saw that Joyce had turned out all the lights.

"Why don't you go hunt while I leave a present for Buffy."

The next step in mentally terrorizing Buffy was to show her how vulnerable her mother was. He was going to sketch her mom while she slept. Bending down he picked up his sketchpad and climbed in through Buffy's window. Turning to look back outside, he watched as Spike chased Willow down the street.

Walking around Buffy's room he waited until he heard the even sound of Joyce's breathing. He quietly slipped into her room and sat at the end of the bed. Flipping the pad past the pictures he had drawn of Willow he found a blank page. Soon only the sound of Joyce's breathing and the scratching of the pencil on the paper was the only sound heard in the room.

~~~~

Willow laughed as Spike chased her down the street. This vampiric speed was pretty cool. As she entered an ally she turned her head over her shoulder to see how far behind her Spike was when she ran head long into a solid object. 

With a surprised "oof" she looked up to see Spike smirking down at her.

"Hey! How'd you get in front of me?"

He raised his scarred eyebrow, "One of the many talents of a Master Vampire that you will have to learn."

Willow rolled her eyes. "You took a shortcut while I wasn't looking didn't you?"

"Not tellin', pet." Spike held out his hand to help her up.

Willow looked at it with suspicion.  She knew that Spike had given up too easily in her torment.

Spike shook his hand, "You want help up or not?"

Willow mentally shrugged and grabbed his hand.

With a smile, Spike pulled her to her feet and gave her hand a tug. He had only meant to bring her close so he could begin to tickle her again but he must have tugged harder than he thought for she collided with him. They went down in a tangle of arms and legs.

Spike let out a yelp when Willow's elbow hit him in the stomach. Willow laughed down into Spike's face, "Is that another trick of a Master Vampire that I'll have to learn?"

Spike looked up into her twinkling eyes and then his gaze flicked down to her lips. Willow's laughter died when she noticed Spike looking at her lips. She whimpered when she felt him harden against her.

Spike raised his lips just a little and nipped at her lower lip. Willow moved her hands from his shoulders and tangled her fingers in his hair. Spike softly kissed her on either side of her mouth. With a frustrated growl, Willow held Spike's head still and swooped down on his lips.

Spike chuckled as he lowered his hands down her back to squeeze her bum. He raised his hips up just enough to grind himself against her. Willow moaned and deepened their kiss.

Spike gripped her skirt and bunched it up around her waist. He caressed her thighs and parted them so Willow was now straddling him. Willow gave a soft cry of pleasure as they came in contact. Only the denim of his jeans and her silk were separating them. She pushed her pelvis against him trying to get friction. 

Spike felt the tension build in both of them and fought against the temptation to mark her.  Angelus would forgive this but he definitely wouldn't forgive Spike marking Willow without his permission. Their movements became faster and with their mouths still joined they gave a cry of release.

"Looks as if someone started the party without me."

Willow's eyes shot open at the sound of Angelus' voice. She quickly scrambled off of Spike and was glad that she wore a skirt. Spike just looked at Angelus and slowly got up.

Angel breathed in the scent of their arousal and Willow's fear. It was intoxicating. Angel tsked, "Spike, Spike, Spike. Seems as if some discipline is in order. Did I give you permission?"

"But it wasn't all Spike's fault."

"Oh you'll be disciplined, too little one."

Spike felt a shiver of pleasure and anticipation. It had been a long time since Angelus disciplined him.  Willow looked confused as she sensed both Angel and Spike's arousal. 

Seeing her confusion Spike leaned down to whisper in Willow's ear, "It's not so bad, pet. Angelus is a master of walking the fine line of pleasure and pain."

Angel reached over to Spike and roughly kissed him. He then turned his attention to Willow. Pulling back out of Willow's kiss he said, "Come on let's go hunt. I'm starving."

"Leave your present for the Slayer?"

"Yep, left it out in the open where even she could find it."


	8. Part 8

Part 8

Buffy entered her room silently so she wouldn't wake her mother. Maybe if she were lucky she would escape the lecture. She quickly changes into her tank top and shorts and slipped into bed. Silently thanking her Slayer sight she hadn't turned on any lights to alert her mother she missed curfew.

The radio blasted waking Buffy from her first peaceful sleep in a long while. Mumbling she hit the alarm. As she hit the alarm her arm knocked off an envelope from her nightstand.

With a confused look she bent down to pick it up. It's blank on the outside. Carefully opening it she sees a folded piece of paper. A penciled sketch of Joyce sleeping is slowly revealed.

"MOM!"

Buffy quickly runs to Joyce's room and finds it empty. She is yelling for her mother as she frantically searches the house. Running down the stairs and into the kitchen she sees a note on the refrigerator.

'Buffy, I'm meeting a client first thing in the morning so had to leave early. I don't know how long the meeting will last so I might be home late.'

Buffy heaved a sigh of relief. At least her mom was safe for now. The panic begins to build again when she realizes that Angel still has access to the house and to her mother. God, how had her life gotten so bad?  She needed to talk to Giles.

~~~~

Buffy paces the library while Giles looks at the picture of Joyce.

"He still has access to my home, Giles. I can't always be there to protect my mother. Isn't there some kind of uninvite spell you can do?"

"Possibly, I'll look into it. You know he is only doing this to throw you off your game? In the mean time you need to keep your guard up, Willow has all the memories of when she was human. I'm sure Angelus is exploiting that fact."

"Oh god, Giles. My mom has no clue that Willow's a vampire. I have to tell her something. What if she invites her into the house? You HAVE to find an uninvite spell and fast."

"You mustn't tell your mother the truth. It is imperative that you keep a calm head through all of this. You cannot give into your emotions, he'll exploit them."

"Angel once told me that when he was obsessed with Druscilla the first thing he did was kill her family. I have to tell my mother something."

"I'll ask Jenny. Maybe she knows of a spell that could help."

Buffy cringes at the idea of Jenny helping but she's desperate and willing to try anything.

Giles stands outside Jenny's classroom waiting for all the kids to leave.

Jenny notices Rupert standing patiently by the doorway. Curious as to why he would seek her out she motions him in when the last student leaves.

"Rupert. How are you?"

"Not so good actually. Angelus has stepped up his campaign."

"Willow?"

"Why do you ask that?"

Jenny just looks at him. "She's missing and the last time I talked to you, you believed a vampire named Spike had her."

Giles sadly nods his head, "Yes, Angelus turned her. She's his childe."

Jenny's legs give out and she sits down. God, how could her relatives be so stupid as to put that clause in. Revenge is one thing but to release that monster on unsuspecting innocents was another. Jenny hung her head in grief as she thought about the innocent, smart and beautiful young girl whose body is now inhabited by a demon.

"I'm working on a computer program that hopefully will translate the ancient Romany text. I don't know if or when it'll work but I thought you'd want to know."

"Thank you. I also have a favor."

"Sure, anything I can do to help."

"Angel's been in Buffy's house. I was hoping you might know of a spell to keep him out of the house."

Jenny reaches down and hands Rupert an old leather bound book, "Here this might help."

Giles leafs through it, "Thank you for the book." He turns to leave.

"I'm sorry. I know you must hate me right now. I didn't come here to hurt anyone, I didn't know what would happen. How is Buffy?"

"About like you'd expect. Her boyfriend is mentally terrorizing her and she feels guilty that her best friend was killed and turned because of her. Now it seems that Angel is targeting her mother."

"Oh god. Rupert I swear I had no idea about the clause. I would have told you or at the very least Buffy when I saw how close she and Angel were becoming. I just want so badly to be right with you."

Giles gives her a sad smile, "Yes, well I'm not the one you need to apologize to. Thanks again for the book." 

Jenny sadly watches him leave. Making up her mind to go to the magick shop her uncle told her about first thing in the morning, Jenny picks up her purse. 

~~~~

Willow hadn't used her magick since she was turned and she was curious as to the extent of her magick as a vampire. She set the bowl filled with water down and lights the candles.

"You need to get skyclad for this, Red?" Spike waggled his eyebrows at her.

Willow rolled her eyes. "Not for something as simple as scrying."

"How about as a favor to me?"

"Is that all you think about?"

"What can I say, watching you do magick makes me horny."

Angelus leans down to whisper at Spike, "Look but don't touch. I thought you learned your lesson, William. You must have my permission first."

Proving his point of who Willow belonged to, Angelus stands behind her. He leans down and kisses her neck. Willow leans her head back to give him better access and she wiggles back into him.

Never leaving her neck but raising his eyes so he could see Spike, Angelus moves his hands to cup her breasts. Willow moans and arches into his touch.

Spike was determined not to give Angelus the satisfaction of seeing how much he wanted Willow. He would not fight Angelus for Willow's affections like they had for Dru. A hundred years was long enough to spend trying to one-up each other. 

Angel saw the affected disinterested look on Spike's face but glancing down to the bulge in his pants gave away how much his actions were affecting Spike. Angel smirked; Spike was finally acting like the Master Vampire he was.

Turning Willow in his embrace he whispered, "Experiment with your scrying and then we can invite Spike to join us."

Willow rocked her hips into his, "Mmmm, can't wait."

Angel nipped at her lower lip and then went to sit next to Spike. Reaching a hand over he caressed him through his denims, "When this is over you have my permission."

Spike closed his eyes at the feel of Angelus' expert hand. Through lust filled eyes he turns his attention to Angel, "Just like in Europe?"

Angelus knows what Spike is asking. He thinks back to the times with Spike when they shared women. Dru and Darla had gone to be with the Master and he and Spike loved and killed their way through Europe.

"Like Europe. Just the three of us. When we defeat the Slayer we'll rule Sunnyhell like we did Europe in the summer of '86."

Willow smiled as she watched Angel reassure Spike. Saying a small spell she waves her arm over the bowl. Willow yells at the scene that is in the bowl.

Angel and Spike quickly move to her side when they hear Willow yell.

"What's wrong? What do you see?"

With panicked eyes Willow answers Angel, "Miss Calendar. She's seeking an old power to destroy our home."

Angel looks into the bowl and sees Jenny Calendar in a magic shop getting an Orb.

Spike sing songs "Someone's been naughty."


	9. Part 9

Part 9

Giles sees Buffy as she enters the library and waves her over to his office, "I found a ritual to revoke the invitation to vampires."

"Oh thank God. Mom said that Willow and 'her friend' William stopped by the other night."

"It's fairly simple and doesn't require any proficiency in magic."

"What are they waiting for Giles? I mean they have access to my house, they've stalked my mother…."

Giles reached over and gave her shoulder a squeeze. "They're playing cat and mouse with you. It's one of the things Angelus excels at. He loves to play mind games and keep you off balance. I know it's hard but you need to focus. If you let your emotions get the best of you, he'll take advantage and all will be lost."

"Great, no pressure or anything."

"I'm serious, Buffy."

"So am I, Giles. I have to kill two demons that wear the face of my boyfriend and my best friend. I also have to protect my mother from three vicious vampires WITHOUT telling her why I'm out late or not leaving her side. Plus I have school with the little troll breathing down my neck. Need I go on?" 

Giles smiles a little half smile, "Yes, well...point taken."

Buffy smiles back, "I'm sorry, Giles. I'm just angry and frustrated. Every time something happens I want to run to Angel or Willow and talk about it but I can't."

Giles nods in sympathy. "Every time the door to the library opens I expect to see Willow come in and then I realize that she won't ever be coming in to help or even to just brighten my day." Giles absently fingers the Kiss the Librarian coffee mug.

Buffy sees Giles fingering the mug and smiles in remembrance of going shopping with Willow and her nervously picking it out. Then they snuck into Giles' office and leaving it on his desk for him to find the next day. Willow had wanted to cheer Giles up after the whole Eyghon incident.

The bell rings and Buffy turns to Giles, "Thanks. For everything."

~~~~

Xander watches Jenny sitting in front of her computer tapping her nails impatiently. Making up his mind he enters.

Jenny looks up at the sound of the door opening and sees Xander standing just inside the doorway.

"Hey, Xander. I'm really sorry about Willow."

Xander looks down at the ground for a minute and then back up at Jenny. "Giles said you were working on a computer program to translate the curse. Any luck with it?"

Jenny sadly shakes her head. "It's still trying to translate it. I think I'm close though."

"Do . . .do you think you can give Willow back her soul?"

Jenny smiles sadly at Xander and motions him closer. She opens her book bag that is sitting on the floor. Inside is a small glass sphere that she carefully takes out. "Don't tell Rupert or Buffy this okay? I'm serious Xander you can't tell anyone."

Seeing how serious Jenny is he solemnly nods his head.

"This is an Orb of Thesaluh. If the program works and I can translate the curse I can use this to give Willow her soul back."

Xander beamed. "Why do you want to keep this a secret?"

"The magic shop only had one in stock. Rupert and Buffy would want me to use it on Angel to stop the threat of Angelus. It's partly my fault that Willow was turned and I will put that right."

Xander watches as Jenny carefully replaces the Orb into her bag. "You're right, they would. Buffy would want her boyfriend back but Giles would think it the greater good to restore Angel's soul first. Of course I might not be the best qualified to judge. I'd put Willow's soul over anyone's."

~~~~

Willow dropped the body of the landlord to Jenny's apartment as she finished feeding. 

"Should have been less trusting of Ms. Calendar's favorite computer nerd." Willow tsked.

Angel smiled over at Willow. She was brilliant. It had been her idea to use the landlord to get in and search Jenny's apartment. 

Willow walked over to Jenny's computer and powered up while Spike and Angel searched the apartment.

Angel came up behind Willow and leaned over her shoulder, "Find anything interesting?"

Willow pointed to a program, "Seems Jenny has been trying to develop a program that would translate the ancient Romany. So far nothing but with just a few lines of code . . ." 

Willow absently began typing and then hit enter. The computer began to beep and a blue screen appeared on the monitor.

"Voila! One crashed computer."

Willow turned the chair around to face the room, "Find anything?"

Spike shook his head, "Nothing. If she's got the Orb it isn't here."

"Now what?"

"I think a distraction is called for. We need to get them out of the school library where they probably all are. You and Spike cause a distraction and I'll search the school for the Orb."

Willow smiled evilly and picked up the phone while Spike and Angel looked on in curiosity. She listened for Joyce to pick up at the gallery.

"Hello? Hello? Is anyone there?"

Willow just giggled and then hung up before redialing. Spike and Angel just looked at each other and then back at Willow.

"Buffy? Guess who?"

'Willow? What do you want?'

"You know . . .I missed you and Joyce. Thought I'd stop by and have a nice chat with your mother."

Buffy smiled on the other end of the phone. She wished she could see Willow's face when she told her, 'You can try but I did a little magic on my own. No more invitation for the vampire community at casa Summers.'

"Ooh, now that the resident witch is gone you think you can do magic now? I'd like to test that theory but maybe later and who said I was going to your house. The gallery is nice, quiet and BONUS open invite for all." Willow smirked as she hung up the phone. "Well, that ought to keep Buffy out of the way but how are we going to distract Giles?"

"What about Xander?"

"Oh he'll insist on going with Buffy. He wouldn't pass up a chance to see his bud Willow." Willow's eyes lit up as she continued, "I know. We could have Willy call Giles and say he knows where you and Spike are. He'll be all noble and come to defeat you by himself to save his precious Slayer further heartbreak."

Angel kissed Willow roughly, "Baby, I love the way you think. You and Spike go to Willy's and I'll go to the school."

Willow held up a disk to Angel. "Whether she is or isn't there she probably has a backup to the translation program on the school computers. Just insert this disk and double click on the exe file. That'll start the virus program that will crash the hard drive."

Spike reached out to take Willow's hand, "Let's go have some fun at Willy's. I'm in the mood for a spot of violence." 

~~~~

"Hello?"

"Is there a Rupert Giles there?"

"This is he."

"Hey. I have some information that might be of use."

"Who is this?"

"Willy. Your slayer came in the other day wanting information about Angelus."

"And why would you help the Slayer?"

Willy answered in a softer voice, "Angel's bad news. He, Spike and that crazy red head are ruining my business. I figured I scratch your back you scratch mine."

Giles didn't trust him but he didn't have much choice at the moment. "Go on."

"Spike's here and they're making plans about your Slayer. They've been drinking a lot, mourning Dru so I figured they're pretty vulnerable now. You and the Slayer should be able to take them easy."

Giles glanced around the empty library. Normally he wouldn't be a match against two Master Vampires but Ripper was rattling his cage and wanting to revenge Willow. With steely determination he answered, "Thanks" and he abruptly hung up."

Willy nervously replaced the phone and turned to Spike and Willow. "So, h-how'd I do?"

Willow patted his cheek. "You did fine, Willy. Just hope that Giles took you up on it and comes here. Otherwise..."

Willy audibly gulped and nodded. God he hoped the stupid Watcher came. He didn't even want to think what would happen if he didn't.

Spike smirked as he saw and smelled the terror that was coming off of Willy. Pulling Willow back into his body he leaned down and nipped her neck with his fangs. "You're beautiful when you terrorize."

Willow turned in Spike's arms with her demon face to the fore. She entwined her fingers in his hair and roughly pulled him down into a kiss.

Willy quietly backed away while the two vampires forgot his presence and hoped the Watcher got there soon.


	10. Part 10

Part 10

Jenny sits in the darkened classroom tapping her fingers impatiently on the desk waiting for the Program to finish its translating.

"Come on, come on."

The monitor slowly reveals the translation success.

"Yes" Jenny leans down to grab a disk out of her drawer when a hand clamps down on her arm.

She gasps and looks up into the smiling face of Angelus.

"Angel. How did you get in here?"

"I was invited. Formatia trans sicere educatorum."

"Enter all ye that seek knowledge." Jenny softly translates.

"What can I say, I'm a knowledge seeker." Angelus just smirks and tightens his hold. "How about you, Jenny? What knowledge do you seek so late at night?"

Jenny tries to ease her book bag under the desk with her foot. "Nothing. Just working on lessons for tomorrow."

Angelus quickly lets go of her arm and grabs the bag before it can disappear under her desk. Jenny yelps as she jumps up and begins to back away from the desk.

Angel sets the bag on the desk but keeps himself between Jenny and the door. "What have you got in here that you don't want me to see?"

Angel opens the bag and peers inside. He smiles and looks up at Jenny. "Jenny, you shouldn't have. A genuine Orb of Thesulah. Do you know how hard it is to find a real one?" His smile disappears, "You really shouldn't have, Jenny."

Jenny looks around frantically trying to think of a way out of the situation or at the very least a way out of the room.

Angelus casually tosses the orb and catches it. "You know what I hate about these things?" Angel throws the Orb into the wall where it shatters. "They're so fragile."

Jenny keeps backing away from Angel trying to get to the door in the back. Angelus turns his attention to the computer and sees the translation program worked. He then glances at Jenny and sees she's closer to the door. 

"Lesson huh? Teaching ancient Romany curses to the kids now?"

Jenny licks her dry lips and decides to make a run for it. Trembling in terror Jenny runs to the back door and whimpers when she sees it's locked.

Angel vamps out and lunges over the desk toward her.

"NO!" Jenny yells and tries to dodge Angel.

Angelus grabs Jenny and pushes her against the locked door. The force of the push causes the door to break open. Jenny falls through and quickly scrambles to her feet. Without looking back she runs.

"Oh good, I need to work up an appetite."

Jenny runs down the hall and to a set of doors that leads outside. She tries them and they're locked, too. She bangs her fist and takes off running in the other direction.

She glances over her shoulder and sees Angelus following at a quick walk. She goes through some doors that lead to another corridor. Spying a broom she picks it up and puts it though the door handles and then picks up her pace.

Angelus tries to open the doors that Jenny just went through but they're stuck and won't open. He pulls a couple of times and then looks through the window. He sees Jenny has place a broom to block it.

"Clever girl. Too bad you'll pay for that." He breaks through the glass and breaks the broom. Now he runs to follow Jenny's scent.

Jenny looks over her shoulder and sees Angelus bearing down on her and he doesn't look happy. Spying a cleaning cart she shoves it in his path and then takes the stairs.

Angel slams into the cart and flies over it. He sees Jenny going up the stairs and smiles.

Jenny makes it to the landing and glances down hoping to see where Angel went but she can't see him. Turning she runs into a solid object. Cool arms grab her and she hears screams. She hears a softly whispered, "Shhhh" in her ear.

Angelus places one hand behind her head and the other under her chin.

"Sorry, Jenny. This is where you get off."

In one quick movement he breaks her neck and calmly walks over her crumpled body.

"Oi, you didn't wait for us." Spike complains.

"Where's Willow?"

"With the computer getting rid of all the teacher's files."

"Giles show up?"

Spike smirks, "Yeah, put up a good fight too. Seems disappointed that you weren't there."

"Where is he?"

"Don't worry. Didn't harm him . . .much. I left him like you told me. All beat up and on the Slayer's porch."

Angel looks down and sees Willow coming toward them.

"Done?"

"Done. All files and traces of what she was working on deleted." Willow sadly shakes her head, "Poor Sunnydale High. A gang on PCP came and destroyed all the computers in the lab and tragically the network server went down the same night."

"Gonna leave the body here?"

"Nope." Angel reaches down and picks up Jenny. "Got someplace special for her."

~~~~

Xander followed Buffy and Mrs. Summers' car home to make sure they got there all right. When they arrived at the Gallery to find Joyce fine and confused as to why they were there Xander came up with the excuse that they were on a scavenger hunt and needed a flyer from an art gallery. Lame but she bought it.

Buffy was silent on the ride home thinking over what had happened. Was this a distraction or another move in Angelus' cat and mouse terrorize game?

Waving to Xander as he left Buffy walks with her mom up to the front door. Joyce has her head down looking for the house keys when she hears Buffy yell, "Giles."

Buffy races to Giles' side and gently lifts his head. His bottom lip is split, an eye is swollen shut and he has bruises all over. Joyce kneels down next to Buffy. 

"Mr. Giles? What happened? Why's he here?"

Buffy gently strokes his head and shakes his shoulder, "I don't know." 

Giles blinks rapidly and sees the face of his Slayer looking at him with concern. "Trap. It was a trap." He softly says.

"What did he say?"

"Nothing. He's just mumbling. Mom, can you help me get him inside?"

"Shouldn't he go to the hospital?"

"N-no. I'll be fine. Just need a minute to collect myself."

Joyce and Buffy help Giles into the house. Joyce goes upstairs to get a first aid kit.

"What was a trap?"

"I got a call from Willy. He said that Spike and Angel were there and . . ."

"And you went there alone to face them? What was it you said about not letting your emotions rule you?"

Giles ignored her. "Spike was there but not as incapacitated as Willy made him out to be." Giles absently rubs his raw knuckles. "Got in a few good hits before I was hit from behind. Your mother all right?"

"Yeah. She was fine and no one showed up. That must have been the distraction to get me out of the way so they could go after you."

They stop talking as Joyce enters with the First Aid kit. She takes out the iodine, "Sorry. This will sting a little."

Giles winces as she cleans his wounds.

"You should have someone look at those cuts tomorrow. What happened?"

Giles and Buffy look at each other for a moment and then Giles says, "Mugging."

Buffy quickly jumps in, "Can you believe it? I mugging just down the block. What's this neighborhood coming to? I say we get a neighborhood watch going on. I mean my god. You can't even stroll down a sidewalk without getting attacked."

Both Joyce and Giles just look at Buffy who smiles weakly. "I'm just sayin'. . ."

"Yes, well. . .thanks, Joyce. I'll get this looked at by a doctor tomorrow." Giles gathers his jacket and turns to leave. "I'll see you tomorrow, Buffy?"

"Yeah, see ya tomorrow."

Giles reaches into his pocket to get his keys out and notices a rose on the doorknob. He smiles and thinks of Jenny as he picks up the rose and opens the door.

"Hello?"

No answer but he sees a chilled bottle of champagne and two glasses.

"Jenny?"

On top of the ice bucket is a folded piece of paper. He reaches down and opens it. 'Upstairs.'

He smiles and lays his glasses on the note. He picks up the bucket and glasses and heads for the stairs. There are rose petals scattered around the room and up the staircase. When he reaches the top he sees Jenny lying on the bed. His smile fades and the bucket with glasses falls out of his nerveless hand.

Jenny's dead eyes are staring at the ceiling. Next to her on the bed is a pencil drawing of the same scene.

Angelus, Spike and Willow gloat when they watch Giles' reaction to their present through the open window.


	11. Part 11

Part 11

Buffy paces in front of Giles' apartment waiting for Xanader. Fuck! Her mother wasn't the distraction for Giles. Her mother and Giles were the distraction for the killing of Ms. Calendar. Why? Why Ms. Calendar? She had been important to Giles but why would Angel care?

She looks up when Xander pulls up but his car is empty. Rushing to meet him she throws open his door, "Where's Giles?"

"I don't know. The police said he had already left when I got there."

Dammit. She had wasted precious time waiting. She went to where Giles keeps his extra key and opened the door. Yellow crime scene tape was draped around the downstairs. Buffy glances down at the coffee table and sees a pencil drawing.

Cautiously lifting it up to get a better look she sees it is of Jenny laying dead on a bed. There is an 'A' in the corner of the drawing. Xander looks over Buffy's shoulder and a muscle ticks in the corner of his jaw. Here's yet another reason to kill the bastard.

"Giles?" Buffy yells up the staircase hoping that he's up there passed out.

Xander follows Buffy up the stairs. As they reach the landing they notice his weapon cabinet open.

"Oh man, he's gone after them."

Buffy's jaw tightens, "He'll only get himself killed. Let's go."

~~~~

Giles stared down at Willy who was lying on the floor. "Where is Angelus?"

Willy looked up at the Watcher through swollen eyes. This one would be as bad as Angel and the others. Willy could see in his eyes that he would not hesitate to kill or torture. He had definitely underestimated the bookish man.

"They've moved to a mansion."

"Where?"

"That old place on Crawford."

Giles just looked at Willy trying to determine if he was telling the truth. He leaned down and pulled Willy's head up by his hair. "If you're lying I'll be back. Do you understand me?"

Willy looked into Giles' eyes and saw that he really didn't want to be here if Angel wasn't at the mansion.

"I swear, that's where they moved to."

Giles let Willy's head drop and stood up. He didn't look back as he grabbed his weapons' bag and left the demon bar.

~~~~

Buffy and Xander looked around the empty factory warehouse. All traces of vampire inhabitation were gone.

"Now what? Where'd they go?"

Buffy looked helplessly around trying to think where Angel, Willow and Spike had moved. Giles' voice played in her mind, 'Willy called.'

"Willy's."

"What?"

"Willy's Bar. Earlier Willy called Giles and told him that Angel and Spike were there. Giles said it was a trap."

"Well then, let's go beat some information out of him." 

"We better not be too late." Buffy mumbled as she followed Xander out of the warehouse.

~~~~

Angel looked up from his sketching of Willow and Spike when he heard a noise behind him. A crossbow bolt narrowly missed his shoulder and embedded itself in the table.

Willow jumps off of Spike's lap as they turn to see who fired it from the shadows.

A determined Giles fires another bolt as he walks into the light.

Spike laughs, "Well, it looks like we've got a very brassed off Watcher. What's the matter? Didn't get enough the first time? Come for another beating?"

Giles didn't answer just takes out a lighter and lights the end of another bolt before firing it. The bolt hits some curtains causing them to go up in flames.

Willow rushes to a fire extinguisher and quickly puts out the flames. She turns to Spike with a smirk, "And you laughed at me when I insisted we get some of these. See, I told you they'd come in handy."

Giles has taken out a bat and swung at Angel's head. Angel ducks and punches Giles in the stomach.

Willow leans against Spike's shoulder, "I don't think Giles liked our present." Giles hits Angel on the back and causes him to stagger. "Should we help?"

Spike watches as Angel and Giles struggle. "Nah, wouldn't be fair. We should wait until he tags one of us."

Angel stands back up after Giles has knocked him down again. Giles prepares to hit him again when Angel blocks the blow and grabs Giles by the neck. 

He lifts him off the floor which causes Giles to drop the bat.

"Okay, you've had your fun. Now it's my turn."

No one sees the blonde blur until she kicks Angel in the back and he drops Giles.

"Oi, that's not fair. Giles didn't tag you." Spike yells at Buffy.

Willow looks around the courtyard. Wherever there's Buffy so goes Xander. He's always there to help even if it means his own death. Willow smiles when she sees him lurking in the shadows creeping his way closer to Giles.

Willow nudges Spike's foot with her own to get his attention. Spike looks away from the fight and looks over at Willow with a raised eyebrow. She nods her head in the direction of Xander and Giles. 

"Looks like someone's trying to be a hero. Shall we, pet?"

Xander grabs Giles under the shoulder and keeps an eye out for Willow and Spike. As he begins to drag Giles out he sees Willow approach. He takes a cross out and holds in front of him. Willow stops when she sees it.

"Stay back! I know you're not really Willow and I will kill you."

"Of course you will. You killed me the first time so why not now."

Xander looks at her in confusion. "What are you talking about? Angel kidnapped you and turned you."

Willow looks up at Xander with a mock sad expression, "Maybe. But who drove poor Willow from the library in the first place? Who caused her to be taken by Angel? If I hadn't seen you and Cordelia I would have still been in the library researching instead of in the hallway where Spike got me."

Spike smiled in the shadows behind Xander. She was great. Twisting the truth for her own purpose and to hurt Xander the most. Spike raised the bat and hit Xander with it. He and Giles both fell into a heap on the floor.

Willow got some rope and tied them up while Angel kept Buffy occupied. Spike glanced up occasionally and saw Angel sparring with Buffy. He wasn't really fighting her just keeping her distracted while they tied up Xander and Giles.

Angel looked over to where Willow and Spike were standing and smirked at Buffy. "You just going to leave your friends like that?"

Buffy looked quickly over her shoulder at what Angel was talking about. Giles and Xander were sitting in two chairs tied back to back. Willow had a match and Spike had a can of gasoline.

Buffy gave a sweeping kick to the back of Angel's knees causing him to stumble. Buffy quickly ran towards her friends as Willow dropped the match on the trail of gasoline.

Spike and Willow went to join Angelus and they watched as Buffy broke the ropes and lifted Xander up. Buffy lightly slapped Giles to bring him around. There was no way she could carry them both to safety before the flames reached them. Giles groggily blinked a few times before feeling the heat. 

"Come on. We've got to get out of here. We'll come back to fight another time."

Giles looks at the smirking faces of the vampires before turning back to Buffy and Xander. He grabs Xander's other shoulder and helps Buffy carry him through the flames. 

As they reach the courtyard entrance Giles looks back over his shoulder to see Willow putting out the fire. He sadly shakes his head. She was truly lost to them now.


	12. Part 12

A/N: Sorry for the boringness that was the last chapter but it was a set up for the gang to finally see Willow is no longer Willow. Vampy wackiness ensues in this part. Promise!

Part 12 

Willow disturbs her lovers when she suddenly sits up in bed.

"Hey, watch it." Spike yells when his head smacks into the headboard in the abrupt movement.

Angelus looked into Willow's shining eyes and knew something was up. "What is it?"

Willow turns the front page around. 'Mysterious Obelisk Unearthed.'

Spike looks at it blearily, "Yeah, so?"

Angelus smiles as an idea begins to form in his mind. "We've been looking for something big that would bring all the Scoobies together against us. Round them up so to speak."

"Now that Giles, Xander and Buffy FINALLY realize that poor Willow is lost to them there will be no more rescue attempts. But there will be revenge/kill them all attacks and we should have them on our terms. Get them all at once."

"I repeat . . .yeah so? What does this obelisk thing have to do with it?"

"Who is the expert around here on ancient unearthed stuff? They'll ask Giles to look at it. Who is the expert hacker around here that can manufacture information that Giles will find on the dread machine?"

Spike smiles as he sees where this is going. "So, Angelus plays the big bad using the obelisk, Scoobies rush in to stop the apocalypse from happening. Boom no apocalypse just three vampires killing three humans."

"In a nut shell."

Spike leans in and nuzzles Willow's neck, "I like the way you think, pet."

Angelus begins to pace and put the plan together in his mind.

~~~~

Giles, Buffy and Xander are in the library sitting on the stairs looking defeated.

"She's really gone." Xander whispers.

"I'm afraid so. The Willow and Angel we knew are gone forever."

Buffy twists a stake around in her fingers and looking into space.  "I can do it, Giles. I couldn't before and it almost cost you and Xander your lives." She takes a pained breath, "And it cost Jenny hers."

Giles lays a comforting hand on her shoulder. 

"So we kill him."

Buffy looks sadly up at Xander, "Yeah, we kill them."

Xander knows Buffy thought he meant them and he doesn't correct her. When he found out about Jenny's death and saw the broken glass shards in the classroom he knew they had broken the Orb. He had placed an order to get another Orb and was determined to find a way for Willow to get her soul back. He still hadn't told the others about Jenny's work. He would have to start from scratch since all the computers were destroyed but he would do it. Even if it takes him years.

~~~

Angelus smiles in the darkness as he watches Willow drain the researcher. He motions for two minions to grab the rock, "Take it back to the mansion."

Willow drops the scientist and steps over his body to stand beside Angelus. He pulls her into his embrace and kisses her roughly. "Mmm, my favorite taste. Willow and blood."

Willow stands in Angelus' embrace and watches the minions work, "Think this is anything?"

"Who cares? As long as it gets the job done."

The minions tie a rope around the rock and place it carefully on a dolly before they wheel it out of the museum.

Willow reaches up to kiss Angelus, "I love it when you play mind games."

Angel walks Willow back until she bumps into the researcher's desk. He reaches behind and sweeps all the notes off the top before he lifts her up so she's sitting on the cleared desk. Standing between her legs he pulls her closer, "Then you'll really love it when this starts to work."

Willow brings his head down, "Can't wait."

~~~~

Buffy meets Xander in the hallway the following morning. "Are you okay with this? Can you handle killing Willow?"

Xander just smiles, "You handle Angel and I'll deal with Willow."

Buffy nods and holds open the library door for him. "Giles?"

Giles and Kendra exit his office. Giles smiles awkwardly at Buffy who looks at Kendra in confusion, "Seems Kendra's watcher told her that there is a dark power rising in Sunnydale."

"He didn't happen to tell you what the dark power was did he?"

"I've just been on the phone with the curator. The obelisk that I was asked to research is missing and the researcher is dead. Vampires."

"Angel?"

"I think so."

"So what is this thing that they found?"

"Well Kendra's Watcher found something on the Internet that corroborates what I found regarding the Runes. It seems that Acathala will create a vortex that will pull everything on Earth into that dimension."

"So we all get sucked into hell?"

"In a nutshell."

"How do we stop it?"

"Well Angel has a ritual that he must perform first. We must get to him before he can perform the ritual."

~~~~

Spike is laughing at Willow, "Tell me again what you planted."

Willow pouts at Spike "Hey, it was hard to come up with a good demon name and a legend that isn't already used but also sounds ancient."

"I'm sorry, luv. I just think it's funny. Tell it again."

Willow rolls her eyes at him, "Acathla the demon comes forth to swallow the world. He was killed by a virtuous knight who pierced the demon's heart before he could draw a breath to perform the act. Acathla turned to stone, as demons sometimes do, and was buried where neither man nor demon would want to look."

"Let me finish it . . . Someone pulls out the sword...The demon wakes up, and wackiness ensues. Think they'll fall for it?"

Willow turns laughing eyes to Spike, "Oh they'll definitely fall for it. And as a bonus I planted some information for the other Slayer's watcher to find. With any luck Kendra will come to Sunnydale, too."

Angel beamed with pride, "That's my girl."


	13. Part 13

Part 13

"Think Angel will do the ritual at the mansion or someplace else?" Buffy asked Giles as they sat in the library before school started.

"I think Angel probably has Acathala at the mansion." Giles looks down at the letter that Kendra's Watcher sent with her. "Is this everything Sam knows?"

"Yes, sir."

"It says that the ritual must be done on the new moon which is in two days time so we need to stop him soon."

"So . . . we still got that rocket launcher, Buffy?" Xander asks half jokingly.

Buffy gives a little half smile, "Sorry, Xan. Rocket launcher went back home to the military."

Kendra looked at them in confusion. Buffy noticing her looks smiled, "We took out the Judge with a rocket launcher."  She turns back to Giles, "Okay, all kidding aside. What about the ritual that Angel must perform? Does he need anything that maybe we can stop him from getting?"

"Y-yes, according to Kendra's Watcher Angel needs the Sword of Anktuth."

"Do you know where it is?"

Giles gave a little half smile, "Here."

"Here in Sunnydale?"

"Here in the library in the weapons cabinet."

"So they'll probably make a hit against the library tonight. We need to be prepared." The bell interrupts Buffy. "Gather as many weapons as you can and we'll meet back here."

Buffy and Xander just make it to their class before it starts. A cloaked figure enters the class and stands at the front. She tosses off her covering and looks around. Her eyes lock with Buffy's. 

The teacher looks over at the strange woman with a ridged face, "Excuse me..."

"You will come tonight, at sundown to the graveyard." The vampire begins to smoke. "You will come to him or more will die."

The students scream and jump up but Buffy and Xander calmly watch the vampire who suddenly ignites.

"His hour is at hand!" The vampire says before turning to dust.

~~~~

"Let's go over the plan again. Buffy meets you in the graveyard while Spike and I hit the library and take Giles and Xander."

"And if the other Slayer shows up?" Spike asks.

Willow looked thoughtful, "If Kendra's here Buffy will make her stay at the library to protect Xander and Giles. Buffy wants the big show down with Angelus herself. She wouldn't send Kendra even though Kendra almost destroyed Angelus before and has no emotional link that would distract her. Buffy always runs on emotion and it's worked but this time we use it to our advantage."

Angelus smiles over at Spike and Willow, "I love it when a plan comes together. Divide and conquer. The oldest strategy in the world but it works so good."

Spike signals the other vampires, "Come on boys. It's show time." Spike wraps his arm around Willow's shoulder, "Ready, luv?"

"Can't wait." 

Spike smirks and with his small army of minions they head toward the library.

~~~~

"Buffy it's probably a trap. You can't go alone."

"Xander, I need you here in case they still come here for the sword."

"Den, I'll go wit you."

"Kendra, you need to stay here to protect Xander and Giles. I'll be fine. I'll do what I have to do, I can take care of Angel."

Buffy looks determinedly at Giles. "The plan is still in place. It's just that there are two battlefields instead of one. Whichever one shows up here, you'll have to take care of. Do you think you'll be able to kill the demon with Willow's face?"

Giles remembered the smile on both Spike and Willow's face when they taunted him about Jenny's death. "Yes." He said tersely. 

"Xan?"

With resolve he looked into Buffy's eyes and answered without really answering. "I'll do whatever I have to when it comes to Willow."

Buffy nodded and turned to leave, "You guys be careful. This may be a way to lure me out of the library and they'll be no one at the cemetery but I can't take that chance."

"You be careful, too."

Buffy just smiled and left. 

The vampire waits until the blonde Slayer leaves and then he quietly exits the stacks and attacks Xander from behind. Vampires come in through the main door as Kendra whirls to defend. Xander and Giles are fighting off vampires as more enter. A vampire jumps over the table and tackles Giles to the floor. They struggle and Giles grabs a nearby book and smashes it against his attacker's head. Giles takes advantage of the vampire's momentary loss of concentration and is able to get away.

Xander elbows the vampire that is on his back but the vampire holds tight and soon Xander slumps to the floor from lack of oxygen. His attacker picks him up and slings him over his shoulder. With a final look at the others fighting he leaves to return to the mansion.

Kendra gives a vampire a roundhouse kick knocking him back over the desk. Another vampire attacks her but she blocks several swings and stakes it in the chest.

As Giles backs away from the now enraged vampire another comes up behind him and holds him tight. The vampire that Giles hit with a book punches him in the face. Giles' head snaps back from the force of the punch. The vampire holding him drops Giles to the floor.

Kendra sees two vampires standing over Giles and quickly goes to rescue him. She grabs one and pushes him to the floor and kicks the other one. Turning to attack the one that fell to the floor she is tackled from the side. She quickly regains her footing and is hit by a roundhouse kick. 

As Kendra falls, Willow and Spike enter the library.

Spike looks around and smiles at the destruction that their small army has caused. 

Kendra gets back up and sees three vampires approaching. She crouches down into battle stance but Spike yells, "She's mine."

Kendra whirls to face her new opponent. Spike smirks, "So we meet again, Slayer."

Kendra kicks Spike, which he easily blocks as well as two other swings. Spike hits Kendra and she falls to the floor. Kendra rolls to her feet in one fluid motion and punches Spike. He doubles for a moment but stands back up. Spike rushes Kendra and grabs her by the arms forcing her back against the counter.

Spike forcefully jerks her head to one side exposing her neck. He sinks his fangs in to her and begins to drink.

Willow comes to stand next to him. "Not too much. Remember we want her alive."

Spike stops feeding when he feels her heart slow. He drops the unconscious Kendra on the floor and steps over her. Willow smiles as Spike pulls her into an embrace. Willow licks the blood off of Spike's lips before kissing him.

Spike yells to a minion, "Bring her in."

A vampire enters the library with a young frightened girl and hands her over to Willow. The girl whimpers as Willow moves her hair out of the way exposing her throat. Willow leans down and smells her neck and looks over at Spike, "Not as good as Slayer blood but the fear's intoxicating."  Willow turns back to the girl and sinks her fangs into her neck.

Spike watches as Willow drains the girl and drops her to the floor. Willow looks over at Kendra and back at the girl she just drained. She closes her eyes and mumbles and incantation. Soon there are two Kendra's lying on the floor.

Pointing to the Slayer and Giles Willow turns to a couple of vampires, "Grab them and lets go." 

"How long will that Glamour spell last?" Spike asks Willow as she grabs the sword and they leave the library.

"Until I take it off."

"Bloody brilliant!"

~~~~

Buffy enters the cemetery and Angel steps out from behind a mausoleum. 

"Hello, lover."

"Shouldn't you be out destroying the world now?"

"I wanted to say goodbye to you first and to personally thank you."

"Thank me, for what?" Buffy asked dreading that he was going to bring up the night she and Angel slept together.

"I wanted to thank you for Willow. She's a magnificent childe." Angel leans in close like he is going to confide something to Buffy, "And the sex . . .Best I've EVER had."

Angel smiles as Buffy winces in pain.

Buffy throws a punch but Angel easily grabs her arms and holds one. She swings the other and he holds that one, too and then pushes her away.

"Jeez, Buffy why don't you just phone in the fight. This is too easy, it's kind of a let down. I thought our fight would be harder than this."

Buffy pulls out her stake, "Come on, let's finish this. You and me."

Angel begins to chuckle, "You never learn, do you? This wasn't about you. This was never about you."

Buffy suddenly realizes this was another distraction like her mother was. She turns and heads back toward the library.

"And you fall for it every time!" Angel yells after her retreating body.

Sirens begin to pierce the night air. Buffy runs harder and faster hoping to get to the library before the police do. Buffy runs across the schoolyard and through the halls of Sunnydale High.

She throws open the library doors and looks around at the carnage that is the library. She sees Kendra lying on the floor and rushes to her side. Buffy lifts Kendra's head and gently lays it on her lap. She notices the bite barks and realizes that she's dead. Buffy gently strokes Kendra's face.

An officer rushes in to the library and sees a small blonde holding a victim. She raises her gun and yells, "Freeze!"

Buffy looks up and sees a gun pointing at her.

"Stand up and place your hands behind your head."

Buffy slowly stands, "I didn't do anything."

Another officer joins the first and walks past Buffy to the body on the ground. He reaches down and checks for a pulse but doesn't find one, "This one's dead."

The first officer grabs Buffy and leads her into the hallway. 

"Wait what about the others?"

The first officer spins Buffy around as he reaches for his handcuffs, "You have the right . . ."

Buffy suddenly backhands him and sends him into the lockers. The second officer runs out of the library to see the first officer down and Buffy running down the hallway. He draws his gun and fires but hits a door window.

The officer grabs for his mic, "All units, we have a fugitive on foot at the high school. Homicide suspect, female, blonde, approximately sixteen years of age. She is considered very dangerous.


	14. Part 14

Part 14

Xander slowly wakes and finds himself chained to a wall. Turning his head he sees he's in a cell. "Giles?" It comes out little more than a whisper. Xander licks his dry lips and tries again.

"Giles?"

He hears movement to his left and sees Giles is chained up in an identical cell.

There is a feminine yell to his right and he sees Kendra struggling with her chains.

"Won't do you any good, Slayer but keep trying. It's fun to watch you struggle." Willow leans back into Spike as they watch Kendra trying to pull the chains from the wall.

"You won't be laughing when Buffy comes and rescues us."

Spike leans down and places a kiss on Willow's neck but keeps his eyes on Kendra, "Oh, I think we'll be laughing harder when Buffy comes. And she might be coming to rescue Giles and Xander but sadly I don't think she'll come for you."

Willow nodded her head sadly, "Yeah, poor Kendra killed in the fight at the library."

"W-what do you mean?"

Willow smiled over at Giles who had finally come awake. "You know, Giles. Since I've become a vampire I've been able to tap into a lot more magick. It's really amazing how much dark magick is available to those that seek it out. Don't worry I didn't do much. Just a little glamour spell on a dead body."

Angel joined them out of the shadows and placed his head on top of Willow's but looked over at Giles.

Giles watched in disgust as Angel embraced both vampires.

"Isn't she something, Giles? And to think I wouldn't have known about her potential if it hadn't been for Dru seeing the darkness in her. I already thanked Buffy so I'll thank you and Xander as well. So thanks for not paying attention to Willow."

"We paid attention to her."

"Did you? Did you even notice when Willow went running out of the library after seeing Xander and Cordelia?"

Kendra continued to struggle with the chains hoping to break free but they weren't moving at all.

Willow rolled her eyes and turned her head back to Kendra, "Okay, this is getting boring. Will you quite struggling? I magically enhanced them so they would be immune to Slayer strength." Willow turned back to Giles and Xander. "Same goes for yours. See aren't you proud of me, Giles? I've learned all sorts of magick now."

"Why not kill us?" Xander asked.

Willow broke away from her two lovers and walked over to Xander's cell. She caressed the bars while talking to him. "Now where's the fun in that? That would have been a quick death this way we can play for years with you."

"Years? But I thought you were going to suck the world into hell?"

Angel and Spike laughed as they came over to join Willow. "Well watcher, hoisted on your own petard, eh?" 

"W-what are you talking about?"

"I mean there is no Acathala, there is no ceremony, there is no end of the world."

With dawning horror Giles sees how much he seriously underestimated Angel, Spike and Willow.

Willow began to giggle, "Didn't you even suspect anything when NOTHING was in your precious books about Acathala?"

"But my Watcher found some things."

Willow turned back to Kendra. "Yes he did. But did he find them in books? Nope! On the computer, which is easy to hack into and plant all kinds of information."

"Buffy has stopped apocalypses before and she'll stop you."

"Yes she has. BUT she's always had the help of her Watcher and the Scoobies. Sadly neither are available to her now."

Spike looked down at his watch. "Showtime. And you guys owe me BIG for this. I have to make nice with the Slayer."

Willow pulled Spike's head down for a kiss while Angel caressed him from behind and whispered in his ear. "Don't worry, boy. We'll make it up to you."

Spike reluctantly stepped away from Angel and Willow and went to bring Buffy to them. Angel pulled Willow into a kiss before turning to Giles, 

"Time to torture the Watcher. Have to make Buffy think I need information from you."

~~~~

Buffy runs through the streets of Sunnydale keeping to the shadows and dodging the police cars. She had called the hospital but there had been no signs of either Giles or Xander and she was getting seriously worried.

Buffy cuts through the park and sees a patrol car coming up behind her. She hopes it won't notice her and she ducks her head. The police officer gives a short burst of the siren before pulling over and getting out. Buffy ignores him and keeps walking.

"Hold it right there!"

Buffy spins around.

"Put your hands on your head."

Buffy begins to raise her hands when the officer is suddenly tackled from the side. Spike punches the man and then slowly stands and turns to Buffy.

"Hello, cutie."

Buffy hits Spike and his head twists to the side and then back. He smiles down at her. She does a kick to his gut and he doubles over for a second and then shoves her back. Buffy pulls a stake out of her coat and steps toward Spike.

Spike takes a step back and holds up his hands, "Hold on a minute. White flag here."

"Let me clear this up for you. We're mortal enemies, there is no white flag."

Spike just lifts an eyebrow at her, "You want to go a round? FINE. I just thought you might want my help in stopping Angel."

Buffy rolls her eyes, "That has got to be the lamest trick you have ever thought up." She starts to walk away.

Spike yells after her, "He's got your Watcher. Probably torturing him even now."

"What do you want?" Buffy asks exasperated.

"Told you. Want to stop Angel."

"Yeah, right. You want to save the world."

"Hell no. I want Red for myself."

"You're pathetic." Buffy hits Spike and he hits her back. "I lost a friend tonight. Maybe two."

Spike holds up his hands, "Hey, I wasn't in on that raid."

"I may lose more, the world's gonna be sucked into hell and you want my help because you got a crush on Willow?!? Well, let me take the opportunity to show you how much I don't care."

"I can't fight them both alone and neither can you." Spike looks back at the police officer who is starting to wake up. "And I'm all you've got."

Buffy looks down at the police and then back at Spike. She realizes he's right. If Angel and Willow have Giles and hopefully Xander she can't fight them alone. Especially with the police after her as well. She needs Spike's help.

"Fine. Let's talk. But not here."

Spike smiles evilly as he follows Buffy.


	15. Part 15

Part 15

Buffy keeps looking over at Spike sure that this is a trap of some kind but can't quite seem to make her mind work. She's lost Angel, Willow, Kendra and probably Xander and Giles. She's numb and has been since Angel turned to Angelus. "Xander? Is Xander at the mansion?" Buffy asks.

Spike had to work hard from grinning and laughing out loud. His grandsire Angel and Willow knew their Slayer. She is acting exactly how they both predicted. This a little too easy, like shooting fish in a barrel. Oh well, soon Sunnyhell will be there's and no Slayer to protect it. That mantra got him through playing nice with the Slayer. That and the thought of how Angel and Willow were going to make it up to him. "Sorry pet. Haven't seen him." Spike looks out of the corner of his eye to see Buffy's reaction to that.

Buffy sighs and hopes that Xander got away but fears he probably didn't. Buffy walked towards her house and saw her mother pull into the driveway.

Joyce rolls down her window when she sees Buffy, "Buffy? I've been looking all over for you. The police were here." She gets out of the car and hugs Buffy, "Are you okay?"

Buffy steps back out of her mom's embrace and looks at Spike and then back to her mother, "Let's go inside and I can explain."

Joyce looks over at Spike, "William? Aren't you Willow's friend? Buffy, terrible things have happened. Where were you?"

Spike smirked as he realized that this is too good an opportunity to pass up. "What? You're mother doesn't know?"

Buffy glared at Spike who was having a hard time keeping an innocent look on his face.

"Know what? What's going on?"

"I'm in a band ... with Spike."

Biting the inside of his lip Spike said, "Yeah, she plays the triangle."

Buffy glares at Spike, "Drums. I play the drums."

"And you? What do you do?"

"Oh, I sing."

"Hmm."

"You know what, mom? We should go inside."

Buffy doesn't wait for her mother to answer but starts toward the door. Before she can get there a vampire leaps out of the shadows and pushes Buffy out of the way. He makes a lunge for Joyce who screams and tries to back out of the way.

Spike grabs the minion by the shoulder and spins him to face him. He punches him, which sends him into Buffy. By this time, Buffy has her stake out and when the vampire turns her way she stakes him in the heart. He turns to dust in front of Joyce's shocked gaze.

Spike says a silent farewell to the minion that volunteered for this duty as he leans over the pile of dust. "Hmm, one of Angel's boys."

"Yeah, probably watching me . . . Or you."

"Yeah. He won't be able to report back to Angel now."

"Buffy! What...Is... Going...On?"

Buffy realizes she'll have to tell her mother the truth. 

"Mom, I'm a Vampire Slayer."

Joyce just blinks and mumbles, "Uh, huh." She follows Buffy inside the house.

Buffy turns and looks at Spike. He just stands outside the invisible barrier and lifts an eyebrow at her. Buffy rolls her eyes, "Spike, come in."

Joyce and Spike sit in the living room. Buffy stands glaring at him with her arms crossed.

"Okay, what's the deal?"

"Simple, you let me and Willow leave and I help you with Angel."

"Willow? What does Willow have to do with your boyfriend Angel?"

Buffy starts counting to ten before turning to her mother. She really couldn't deal with all the questions she knew her mother had. Angel was going to suck the world into hell and was probably right now torturing Giles. Spike, her worst enemy, was offering a deal to take Willow away. Willow who probably was the one that killed Kendra and took Giles and probably Xander. She was being hunted by the police for a crime she didn't commit and her mother was asking stupid questions.

"Mom, Willow's changed lately." Buffy turned back to Spike. "She killed Kendra."

"Willow bagged a Slayer?" Spike beamed. "Not even a year old and bags a Slayer. She didn't tell me that."

Buffy glares, as Joyce looks confused "It was Willow that killed that girl? Not you? Is Willow a Vampire Slayer, too?"

"Of course I didn't kill her. No, Willow's not a Slayer."

"Did the girl at the library explode like that man out there?"

Buffy rolled her eyes and Spike had to look away so he wouldn't start laughing. "No mom. Kendra was a Slayer. Like me."

Spike had to hurry this along so he stood, "Look, this works for me only one way. Me and Willow for Angel."

Buffy just looks at him. It was going to be hard enough dealing with Angel she wasn't sure she up to killing the demon that had her best friend's face as well. She could always go after them later.

"Fine. Get back to the mansion and make sure Giles is all right. Be ready to back me up when I make my move."

Spike nods as he opens the door to leave.

Joyce hasn't been following their conversation at all, "Are you sure you're a Slayer, honey."

Spike couldn't contain himself any longer. He had to laugh.

"MOM!"

"Have you tried not being a Slayer?"

Buffy heard Spike's laughter getting louder as she shut the front door.

"It's just fate, mom. Accept it."

"Well we need to call the police. Tell them that you're innocent."

Buffy just looked at her mother, "What are you going to say, mom? My daughter's the Slayer, her best friend was turned into a vampire and killed the other Slayer. Oh we have no proof, can't you just take my word for it?" Buffy turned to go upstairs and gather weapons.

Joyce follows her upstairs. "Don't take that attitude with me young lady. I am still your mother and you will show me respect." Joyce paused, "Willow's a vampire?"

Buffy moves things out of the way to get to her weapon's box. Joyce stares in disbelief as she sees stakes, holy water and crosses. Buffy grabs some stakes and turns. She sees her mother's look.

"What do you think has been going on for the past two years? The fights? The weird occurrences? I mean how many times have you washed blood out of my clothes?"

"Well it stops now."

Buffy pushed passed her mother. "No it doesn't. It never stops. It's my destiny to fight the darkness and save the world . . . again."

Joyce looks at her pleadingly, "Buffy you need help."

"I'm not crazy mother. It's what I am. I have to go."

"You're not going anywhere." Joyce yells as she follows her down the stairs.

"You can't stop me."

Joyce grabs her shoulder. "Oh yes I can."

Buffy pushes her mother away and Joyce looks at her daughter as she opens the door. "If you go out that door don't come back."

Buffy looks at her mother for a long time before turning away and heading over to Giles house for a sword to fight Angel with. She's sure they took the sword of Anktuth from the library when they attacked.


	16. Part 16

A/N: Thanks to everyone that sent feedback. It was very much appreciated. A special thanks to Gabrielle whose constant feedback helped keep me on the right track. Thanks!

Part 16

"Rupert, I'm impressed. I thought we would have broken you by now. I must say you make an excellent teaching tool. Your body and iron will can withstand all sorts of torture." Angelus looks over at Willow. "You've been able to learn all kinds of different techniques on one individual. You should know this is very rare indeed. Usually they pass out long before now."

Willow gently wipes the blood and sweat off Giles' brow, "How you holdin' up Giles?"

"N-never better."

Angelus smiles evilly, "Glad to hear it. Now tell us when it hurts."

Willow smiles as she uses a knife to make shallow cuts along his arms. Giles bites the inside of his cheek to keep from giving them the satisfaction of yelling in pain.

"Look you cut him up." Spike says with pride on entering the atrium. "You've moved right along in the torture lessons."

Willow grins over her shoulder at him, "Angelus says I'm a natural."

Angel smiles at Spike, "She reminds me of you in that department. You picked it up quickly too."

Spike smiles in reminiscence. "Think I could have a go?"

"Maybe later. I want Willow to try mental torture with her magick next."

Spike perks up, "I used to love watching Dru do that."

Willow sets the knife down and gently runs her hands down the sides of Giles' face and lifts his chin to look at her.

Giles keeps his eyes lowered refusing to look into her eyes.

"Don't tell me you're afraid to look into my eyes, Giles? After all we put you through and all I've done to you, you're afraid to look into my eyes? How about I describe how Jenny screamed when Angelus snapped her neck?"

Giles raised his eyes to glare at Willow. 

She smirked and began to silently chant. Giles continued to stare into the green depths of her eyes. The room began to fade and all that was left was he and Willow. Willow placed her hand over his eyes and whispered, "See with your heart."

As Willow lowered her hand Giles gasps and smiles, "Jenny?"

Willow/Jenny smiles, "That's right, Rupert. I'm here."

"I thought I lost you."

"Why? Because you didn't protect me? You hurt everything you touch. Haven't you realized that by now?"

Giles wrinkles his brow in confusion.

Like a teacher lecturing a student Willow/Jenny paced in front of Giles, "First it was the whole Eyghon thing. First with Ethan back in the day and then with my possession. Let's see . . .next we have Buffy. What's that you say? You haven't hurt Buffy? You encouraged her to be with Angel who is a vampire. She's a Slayer, Rupert. You knew they would be doomed from the start yet you didn't dissuade her." Willow/Jenny clicked her tongue. "Talk about your mental abuse. Set your Slayer up for heartache. Now we come to shy kindhearted little Willow. That was a big failure there, huh Rupert? Your little protégé turned into a vampire. One that hunted me down with her lover and killed me. Why look we're back where we started. You feeling like you didn't protect me."

Angel and Spike watch with pride, as Giles seems to wilt under the accusation of Willow/Jenny. "She doesn't have the technique that Dru had but I see potential in her." Spike leaned over to whisper to Angel.

"In a few years they'll be no stopping us. That's good, Willow. Buffy should be here soon."

Willow/Jenny nods at Angel and leans her forehead to touch Giles'. "Poor, Giles. You couldn't protect me, you couldn't protect Willow and you can't protect Buffy." Willow silently ends the spell and Giles watches as Jenny's face turns back into Willow's and he hangs his head in defeat.

"That was fun."

Spike pulls Willow into a quick kiss, "You were bloody brilliant, luv."

Willow looks over at her sire for approval. Angelus smiles and motions her over. Willow moves into Angel's arm and he lowers his head for a lingering kiss. "When this is over we'll all celebrate our victory. That was excellent, baby. You reminded me of William who was the best besides me at giving torture."

Willow cupped him and nipped at his lower lip, "That's because we had the best teacher."

Giles looked on in disgust while Spike looked on with lust. Would the stupid bint of a Slayer ever get here so they can get this over with and get to the shagging?

Angel suddenly stood and gently left Willow's arms, "Slayer's here. Let's begin."

"Right." Spike says right before he hits Giles in the back of the head. 

Giles slumps forward unconscious. 

"Can't have him blabbing that this is a trap. Ready?"

Willow nods and moves over to get the sword that will supposedly bring Acathla forth.

Angel takes the sword from Willow and turns to the obelisk.

"Acathla... Mundatus sum... pro te necavi. Sanguinem meum... pro te effundam... quo me dignum... esse demonstrem."

He draws the sword across his palm and draws blood. "Now Acathla, you will be free. And so will we all."

Willow sees Buffy out of the corner of her eye and touches Spike's hand to get his attention. Spike glances over and sees Buffy decapitate a minion before entering the atrium.

"Hello, lover."

Angel gives a little smile before schooling his features and turning to Buffy. "I don't have time for you now. Do you really think you can take us all on?"

Buffy looks over at Spike who is standing next to Willow. He gives a small nod.

"No, I don't."

Spike pushes Willow out of the way and goes to stand behind Angelus. He hits Angel who stumbles and grabs the sword all at once. Willow gives a cry of outrage and launches herself at Spike and they fall to the floor. Willow whispers in Spike's ear, "you okay?"

He squeezes her ass in acknowledgement. "Okay was that a yes or just copping a feel?"

Spike chuckles softly into her hair and cops another feel.

Buffy thrusts her sword at Angel who parries and swings around to thrust his sword at her.

They parry back and forth and Buffy dodging a wide arcing swing jumps onto a low table. She swings her sword at Angel who easily deflects it. He swings toward her legs and she jumps over his blade and lands on the floor. Angel tries to kick her legs out from underneath her but she evades his kick.

They thrust and parry a few more times before Angelus superficially cuts Buffy. Taking advantage of her distraction he brings his sword down but Buffy drops to the floor and rolls out of the way. She immediately returns to battle stance and kicks Angel's legs out from under him. On his knees he swings his sword a few times and Buffy knocks his sword into the table and pins it there.

Angel backhands Buffy in the face and grabs his sword. She staggers but maintains her balance. Angel kicks Buffy in her sword arm and she stumbles back. Angel advances while Buffy parries and retreats. Their battle is moving toward the back wall. Buffy swings at him but is blocked by Angelus. Her blade bounces off his and falls. Angel steps on it so Buffy can't pick it up. He spins around and elbows her in the face knocking her back.

Buffy begins to back up against the wall and that's when she notices Spike and Willow smiling watching the battle. Angel idly plays with the sword pointing it at Buffy.

"No weapons, no friends, no hope."

Buffy closes her eyes.

"Take that all away and what's left?"

Angel thrusts directly into her face but with Slayer reflexes she catches the sword between the palms of her hands. She opens her eyes and stares at Angel.

"Me."

"Well not quite." Willow says and before Buffy can react, "Irretite."

The vines against the wall spread out and move to ensnare Buffy.

"Nice trick, luv."

Willow smiles back at Spike. "Thanks!"

Buffy struggles against the greenery but the harder she struggles the tighter the vines become. She looks up at the three smiling vampires, "It was all a trap wasn't it?"

Angel slips his arms around Willow and Spike. "Yep, Willow here came up with the Acathla legend, Spike came up with the raid on the library and I came up with the idea of Spike going against me and helping you."

"Giles and Xander?"

"Oh, you'll be seeing them shortly."

Buffy noticed he didn't really answer her question.

Willow read Buffy's expression correctly and began to chuckle, "Don't worry, Buff. They're alive and we have no plans on killing you."

"You don't want to earn your reputation by killing two Slayers?"

Willow smirked. "Now why would I want to do that? It took me forever to convince Spike and Angel not to kill Kendra or you."

That had Buffy's full attention. "Kendra's alive? Then who was in the library?"  
  


"Magick, it's a wonderful thing. I used a glamour spell on just a random happy meal."

"Why go to all that trouble? Why not kill her or me?"

Angel answered for Willow, "See that's where Willow's intelligence and fresh view is going to propel the demon community into a new era. She wondered why kill Slayers when another one would just come and take their place. BUT if you keep them alive to a ripe old age you can rule without interference."

Angel grabs Willow for a quick, hard kiss. "Isn't she the greatest?"

"Enough talking, let's get to shagging."

Angel nods and hits Buffy who slumps forward. Spike lifts Rupert while Angelus follows with Buffy.

Willow opens the two doors and the vampires deposit their burdens in their respective cells. Xander and Kendra fight against their shackles when they see Buffy and Giles dumped in their cells. 

"Don't strain yourselves you'll have a long time to be together." Willow smiled evilly as Angelus and Spike locked Giles and Buffy in their shackles and locked the cell doors. "A very long time."

Angelus and Spike wrapped their arms around Willow as they left the basement. Xander licked his dry lips and turned to Kendra. "Well, your watcher was right about one thing."

"What's dat?"

"A very dark power has risen in Sunnydale."


End file.
